Caverion Oyj - Decisions of general meeting

Resolutions passed at the Annual General Meeting of Caverion Corporation

Helsinki, 2014-03-17 11:45 CET (GLOBE NEWSWIRE) -- 

CAVERION CORPORATION           STOCK EXCHANGE RELEASE          MARCH 17, 2014 
AT 12:45 EET 


Resolutions passed at the Annual General Meeting of Caverion Corporation

Caverion Corporation's Annual General Meeting, which was held in Helsinki today
on March 17, 2014, adopted the 2013 Financial Statements and discharged the
members of the Board of Directors and the President and CEO from liability. In
addition, the Annual General Meeting decided on the payment of dividends, the
composition of the Board of Directors and their fees, the election of the
auditor and its fee and the authorisation of the Board of Directors on the
repurchase of own shares and share issues. 

The minutes of the Annual General Meeting will be available on the company
website at www.caverion.com/agm by March 31, 2014 at the latest. 

Dividend payout

It was decided that a dividend of EUR 0.22 will be paid per share, or a total
of EUR 27.6 million, and that the rest of the profit be carried forward to
distributable equity, as proposed by the Board of Directors. No dividend will
be paid for the treasury shares. The right to a dividend rests with a
shareholder who, by the record date of March 20, 2014, has been entered as a
shareholder in the company's shareholder register that is maintained by
Euroclear Finland Ltd. It was decided that the dividend will be paid on April
2, 2014. 

Composition of the Board of Directors

The Annual General Meeting elected a Chairman, Vice Chairman and three ordinary
members to the Board of Directors. Henrik Ehrnrooth was elected as the Chairman
of the Board of Directors, Ari Lehtoranta as the Vice Chairman and Anna
Hyvönen, Eva Lindqvist and Michael Rosenlew as members of the Board of
Directors. The Board of Directors' term expires at the end of the next Annual
General Meeting. 

The fees to be paid to the Board of Directors

The General Meeting decided that the following fees be paid to the Board of
Directors: 

  -- to the Chairman EUR 6,600/month (EUR 79,200/year),
  -- to the Vice Chairman EUR 5,000/month (EUR 60,000/year),
  -- to a member EUR 3,900/month (EUR 46,800/year).

In addition, a meeting fee of EUR 550 is paid for each meeting of the Board of
Directors and its committees. 
Per diems are paid for trips in Finland and abroad in accordance with the
State's travelling compensation regulations. 

Election of the auditor and its fee

PricewaterhouseCoopers Oy, Authorised Public Accountants, was elected as the
company's auditor. PricewaterhouseCoopers Oy has nominated Heikki Lassila,
Authorised Public Accountant, as responsible auditor. The auditor's fees will
be paid against the invoices approved by Caverion. The auditor's term expires
at the end of the next Annual General Meeting. 

Repurchase of own shares

The Annual General Meeting authorised Caverion's Board of Directors to decide
on the repurchase of own shares in accordance with the proposal by the Board of
Directors. The authorisation covers the purchasing of a maximum of 12,500,000
company shares using the funds from the company's unrestricted equity. The
shares are not to be purchased in proportion to the shareholders' holdings. 

The shares will be purchased in public trading on NASDAQ OMX Helsinki Ltd. The
authorisation is valid until March 31, 2015. 

Share issues

The General Meeting authorised Caverion's Board of Directors to decide on share
issues in accordance with the proposal by the Board of Directors. The
authorisation may be used in full or in part by issuing a maximum of 25,000,000
Caverion shares in one or more issues. The share issues may be directed, that
is, in deviation from the shareholders' pre-emptive rights, and shares may be
issued for subscription against payment or without charge. A share issue may
also be directed to the company itself, within the limitations laid down in the
Limited Liability Companies Act. 

The share issue authorisation includes the authorisation to transfer own shares
acquired through share issues. This authorisation applies to a maximum of
12,500,000 shares. The Board of Directors was authorised to decide on the
purpose and the terms and conditions for such transfer. 

The authorisation is valid until March 31, 2015.


For additional information, please contact:

Jonne Heino, Corporate General Counsel, tel. +358 400 422 403,
jonne.heino@caverion.fi 



CAVERION CORPORATION

Distribution: NASDAQ OMX, major media, www.caverion.com

Caverion designs, builds and maintains user-friendly and energy-efficient
building systems and provides industrial services. Our services are used in
offices, retail properties, housing, public premises and industrial plants,
among other places. We aim to be the number one building systems company in
Europe. Our strengths include technological competence and customer-oriented
service, covering all building systems throughout the life cycle of the
property. Caverion was established through the demerger of Building Services
and Industrial Services businesses from YIT Group in June 2013. Our revenue for
2013 amounted to approximately EUR 2.5 billion. Caverion has nearly 18,000
employees in 13 countries in Northern and Central Europe. Caverion's shares are
listed on NASDAQ OMX Helsinki. www.caverion.com