Innofactor Oyj - Decisions of general meeting

Decisions of the Innofactor Plc's Annual General Meeting

Innofactor Plc Stock Exchange Release March 26, 2013, at 12:00 Finnish time



The Annual General Meeting of Innofactor Plc on March 26, 2013, has made the
following decisions: 

Adopting the accounts and the group's financial statement and granting the
members of the Board of Directors and the Chief Executive Officer discharge
from liability 

The Annual General Meeting of Innofactor Plc on March 26, 2013, resolved to
adopt the accounts and the group's financial statement for the financial period
that ended on December 31, 2012, and granted the members of the Board of
Directors and the Chief Executive Officer discharge from liability for the
financial period that ended on December 31, 2012. 

Deciding on the use of the profit shown on the balance sheet and the payment of
dividend 

The General Meeting decided, in accordance with the proposal of the Board of
Directors, that no dividend will be paid for the financial period January
1-December 31, 2012. 

Deciding on the change of Section 4 of the Articles of Association

The General Meeting decided to change the Section 4 of the Articles of
Association as follows: 

The company shall have a Board of Directors, which comprises at a minimum of
four (4) and at a maximum of eight (8) members. The term of office of the
members of the Board of Directors shall end at the close of the first Annual
General Meeting following their election. 

The company shall have a CEO who is elected by the Board of Directors.

Board of Directors' fees and member selection

The General Meeting decided that the Chairman of the Board of Directors shall
be paid a fee totaling EUR 36,000 per year and the other members of the Board
of Directors shall be paid a fee totaling EUR 24,000 per year. No separate fees
for meetings shall be paid. Half of the fee (50%) shall be paid monthly in cash
and the other half (50%) as shares of Innofactor Plc. The shares shall be
handed over to the members of the Board of Directors and, if necessary, shall
be acquired from public trading directly on behalf of the members within two
weeks of publishing the interim report of Innofactor Plc for January 1-March
31, 2013. Innofactor Plc requires the members of the Board of Directors to keep
the shares, which they have received as part of the fees, for the duration of
their membership in the Board of Directors. 

The General Meeting decided that the number of Board members is six. The
following were elected as members of the Board of Directors: Sami Ensio, Juha
Koponen, Pyry Lautsuo, Jukka Mäkinen, Ilari Nurmi, and Pekka Puolakka. 

Election and fee of the auditor

Ernst & Young Oy, an auditing firm authorized by the Central Chamber of
Commerce, was elected as the auditor for the company. Ernst & Young Oy has
stated that it will appoint Juha Hilmola, Authorized Public Accountant, as the
auditor with principal responsibility. It was decided that the auditing fee
shall be paid according to a reasonable invoice. 

Other

30.83 percent of the Company's share capital and votes were present in the
General Meeting. The decisions of the meeting were made unanimously according
to the proposals of the Board of Directors. 

The minutes of the Annual General Meeting will be available on Innofactor Plc's
web site at www.innofactor.com/investors as of April 9, 2013. 


Espoo, March 26, 2013

INNOFACTOR PLC

Board of Directors


Additional information:

Sami Ensio
CEO
Innofactor Plc
Tel. +358 50 584 2029


Distribution:

NASDAQ OMX Helsinki
Main media
www.innofactor.com