Amer Sports - Notice to general meeting

Notice to the Amer Sports Corporation Annual General Meeting

Amer Sports Corporation
STOCK EXCHANGE RELEASE
February 9, 2017 at 5:30 p.m.

Notice to the Amer Sports Corporation Annual General Meeting

Shareholders of Amer Sports Corporation (the "Company") are hereby summoned to
the Company's Annual General Meeting to be held at 2:00 p.m. on Thursday, March
9, 2017 at Messukeskus Helsinki, Expo and Convention Centre, Messuaukio
1, 00520, Helsinki, Finland (entrance from Hotel Holiday Inn Helsinki -
Messukeskus). The reception of persons who have registered for the Annual
General Meeting and the distribution of voting tickets will commence at 1:00
p.m.

A. THE FOLLOWING MATTERS WILL BE ON THE AGENDA OF THE MEETING:

1. Opening of the Annual General Meeting

2. Calling the Annual General Meeting to order

3. Election of persons to scrutinize the minutes and to supervise the counting
of votes

4. Recording the legality of the Annual General Meeting

5. Recording the attendance at the Annual General Meeting and the list of votes

6. Presentation of the annual accounts, consolidated annual accounts, the report
of the Board of Directors and the auditor's report for the year 2016
- Review by the President and CEO

7. Adoption of the annual accounts and consolidated annual accounts

8. Resolution on use of the profit shown on the balance sheet and the capital
repayment
The Board of Directors proposes to the Annual General Meeting that a capital
repayment of EUR 0.62 per share be paid to shareholders. The capital repayment
will be paid from the invested unrestricted equity fund. The capital repayment
will be paid to a shareholder who is registered in the shareholders' register of
the Company maintained by Euroclear Finland Ltd on the record date for the
capital repayment March 13, 2017. The capital repayment will be paid on March
30, 2017.

The Board of Directors proposes that no dividend would be paid from the retained
earnings.

9. Resolution on the discharge of the members of the Board of Directors and the
CEO from liability

10. Resolution on the remuneration of the members of the Board of Directors
Based on the recommendation of the Nomination Committee, the Board of Directors
proposes to the Annual General Meeting that the annual remuneration payable to
the members of the Board of Directors to be elected at the Annual General
Meeting for the term until the close of the Annual General Meeting in 2018 be as
follows: Chairman EUR 120,000, Vice Chairman EUR 70,000 and other members EUR
60,000 each. No extra remuneration is paid for attending the meetings of the
Board of Directors or meetings of the Committees of the Board of Directors. Of
the annual remuneration, 40% is paid in the form of the Company's shares and
60% in cash.

A member of the Board of Directors is not permitted to sell or transfer any of
these shares during the term of his or her Board membership. However, this
limitation is only valid for a maximum of five years after the acquisition of
the shares.

11. Resolution on the number of the members of the Board of Directors
Based on the recommendation of the Nomination Committee, the Board of Directors
proposes to the Annual General Meeting that the number of the members of the
Board of Directors is confirmed to be seven (7).

12. Election of members of the Board of Directors
Based on the recommendation of the Nomination Committee, the Board of Directors
proposes to the Annual General Meeting that of the current members of the Board
of Directors Ilkka Brotherus, Christian Fischer, Hannu Ryöppönen, Bruno Sälzer
and Lisbeth Valther be re-elected as members of the Board of Directors and Manel
Adell and Tamara Minick-Scokalo be elected as new members of the Board of
Directors.

Martin Burkhalter, Anssi Vanjoki and Indra Åsander have decided not to run for
re-election as Board members.

The Board of Directors' term of service will run until the close of the 2018
Annual General Meeting.

13. Resolution on the remuneration of the auditor
Based on the recommendation of the Audit Committee, the Board of Directors
proposes to the Annual General Meeting that the auditor's fee will be paid as
invoiced.

14. Election of auditor
Based on the recommendation of the Audit Committee, the Board of Directors
proposes to the Annual General Meeting that Authorized Public Accountant firm
Ernst & Young Oy be re-elected to act as auditor of the Company.

15. Amendment of the Articles of Association
The Board of Directors proposes to the Annual General Meeting that Article 4 of
the Articles of Association would be amended so that the age limit for the
election of members of the Board of Directors would be removed. In addition, the
Board of Directors proposes that Article 8, Section 9, of the Articles of
Association would be amended so that it corresponds to the changed terminology
of the Auditing Act.

After the amendment Article 4 reads as follows:

"Article 4
Board of Directors
The administration and due arrangement of the business of the Company is the
responsibility of a Board of Directors consisting of not less than five (5) and
not more than eight (8) members.

In particular, the Board of Directors shall

1. supervise the activities of the Company and its subsidiaries;
2. appoint the President and determine his or her remuneration;
3. approve the appointment and remuneration of the President's direct
subordinates, as well as the appointment of the presidents of the subsidiaries
and their remuneration;
4. grant and revoke the authorizations to represent the Company;
5. determine granting of procurations;
6. prepare the annual report and the financial statements of the Company and
sign the balance sheets; and
7. ensure the implementation of the resolutions of the General Meetings.

The term of the members of the Board of Directors shall end at the close of the
first Annual General Meeting following the election.

The Board of Directors shall elect the Chairman and the Vice Chairman of the
Board from among its members.

The Board of Directors shall constitute a quorum when more than half of the
members are present, one of whom shall be the Chairman or Vice Chairman. The
opinion which is supported by more than half of the members present, or in the
event of a tie, the opinion which is supported by the Chairman shall constitute
the resolution of the Board of Directors. In the event of a tie when electing
the Chairman, the matter shall be decided by drawing of lots. When the meeting
is attended by the minimum number of members required for a quorum, the
resolutions shall, however, be unanimous."

After the amendment Article 8, Section 9, reads as follows:

"9. one Auditor who shall be an audit firm, for a term of one financial year;
and"

16. Authorizing the Board of Directors to decide on the repurchase of the
Company's own shares
The Board of Directors proposes to the Annual General Meeting to authorize the
Board of Directors to decide on the repurchase of a maximum of 10,000,000 of the
Company's own shares ("Repurchase Authorization").

The Company's own shares shall be repurchased otherwise than in proportion to
the holdings of the shareholders by using the unrestricted equity through
trading on regulated market organized by Nasdaq Helsinki Ltd at the market price
prevailing at the time of acquisition.

The shares shall be repurchased and paid for in accordance with the rules of
Nasdaq Helsinki Ltd and Euroclear Finland Ltd.

The Repurchase Authorization is valid for eighteen (18) months from the decision
of the Annual General Meeting.

17. Authorizing the Board of Directors to decide on the share issue
The Board of Directors proposes to the Annual General Meeting to authorize the
Board of Directors to decide on issuing new shares and/or conveying the
Company's own shares held by the Company as follows:

By virtue of the authorization, the Board of Directors is entitled to decide on
issuing new shares and/or on conveying the Company's own shares at the maximum
amount of 10,000,000 shares in aggregate. The Board of Directors decides on all
the conditions of the share issue. The issuance or conveyance of shares may be
carried out in deviation from the shareholders' pre-emptive rights (directed
issue). The authorization includes possibility to issue shares to the Company
itself without payment.

The authorization is valid for two (2) years from the date of the decision of
the Annual General Meeting, except that the authorization to issue new shares
and/or convey the Company's own shares for purposes other than the Company's
bonus schemes is valid for fourteen (14) months from the date of the decision of
the Annual General Meeting.

18. Closing of the Annual General Meeting

B. INSTRUCTIONS FOR THE PARTICIPANTS IN THE ANNUAL GENERAL MEETING

1. Documents for the Annual General Meeting
The proposals for the decisions on the matters on the agenda of the Annual
General Meeting and this notice are available at the Company's web site at
www.amersports.com as of the date of this notice. The annual accounts and the
report of the Board of Directors of Amer Sports Corporation and the auditor's
report are available on the above-mentioned website no later than February
16, 2017. The proposals for the decisions and other documents mentioned above
will also be available at the Annual General Meeting. The Minutes of the Annual
General Meeting will be available on the above mentioned web site no later than
March 23, 2017.

2. Shareholders registered in the shareholders' register
Shareholders, who are registered in the shareholders' register of the Company
maintained by Euroclear Finland Ltd on the record date of the Annual General
Meeting, February 27, 2017, are entitled to attend the Annual General Meeting. A
shareholder, whose shares have been recorded in his/her personal Finnish book-
entry account, is registered in the shareholders' register of the Company.

Shareholders, who are registered in the shareholders' register of the Company
and who wish to participate in the Annual General Meeting, shall register for
the Annual General Meeting by giving a notice of participation. Notification of
participation can be made via the following ways:

  * on the Company's web site www.amersports.com, as of February 16, 2017 at
    9:00 a.m. Finnish time (GMT +2);
  * by telephone (+358) 20 770 6871 from February 16, 2017 to March 6, 2017 (on
    weekdays) between 9:00 a.m. and 4:00 p.m. Finnish time (GMT +2); or
  * by sending a letter to Amer Sports Corporation, Legal Affairs, P.O. Box
    1000, FI-00511 Helsinki.

The registration ends on March 6, 2017 at 4:00 p.m. Finnish time (GMT +2).
The notification of participation must arrive within the registration period.

In connection with the registration, a shareholder shall notify his/her/its
name, personal identification number / business ID, address, telephone number
and the name of a possible assistant, authorized representative or statutory
representative and personal identification number of the authorized
representative or statutory representative. The personal data given to the
Company will be used only in connection with the Annual General Meeting and the
processing of related registration.

3. Holders of nominee registered shares
A holder of nominee registered shares has the right to participate in the Annual
General Meeting by virtue of such shares, based on which he/she on the record
date of the Annual General Meeting, February 27, 2017, would be entitled to be
registered in the shareholders' register of the Company held by Euroclear
Finland Ltd. The right to participate in the Annual General Meeting requires, in
addition, that the shareholder on the basis of such shares has been temporarily
registered into the shareholders' register held by Euroclear Finland Ltd at the
latest by March 6, 2017, 10.00 a.m. Finnish time (GMT +2). As regards nominee
registered shares this constitutes due registration for the Annual General
Meeting.

A holder of nominee registered shares is advised to request without delay
necessary instructions regarding the temporary registration in the shareholders'
register of the Company, the issuing of proxy documents and registration for the
Annual General Meeting from his/her custodian bank. The account manager of the
custodian bank shall register a holder of nominee registered shares, who wants
to participate in the Annual General Meeting, temporarily into the shareholders'
register of the Company at the latest by the time stated above.

4. Proxy representative and powers of attorney
A shareholder may participate in the Annual General Meeting and exercise his/her
rights at the meeting by way of proxy representation. Any proxy representative
will be required to produce a dated proxy document or otherwise in a reliable
manner demonstrate his/her right to represent the shareholder at the Annual
General Meeting.

When a shareholder participates in the Annual General Meeting by means of
several proxy representatives representing the shareholder with shares at
different securities accounts, the shares by which each proxy representative
represents the shareholder shall be identified in connection with the
registration for the Annual General Meeting.

Proxy documents should be delivered in original to the above mentioned address
of the Company before the last date for registration.

5. Other instructions and information
Pursuant to Chapter 5, Section 25 of the Finnish Companies Act, a shareholder
who is present at the Annual General Meeting has the right to present questions
with respect to the matters to be considered at the meeting.

On the date of this notice to the Annual General Meeting, February 9, 2017, the
total number of shares and votes in the Company was 118,517,285.

Helsinki, February 9, 2017

AMER SPORTS CORPORATION
Board of Directors

For further information, please contact:
Päivi Antola
Director, Corporate Communications and IR
Tel. +358 20 7122 537

DISTRIBUTION:
Nasdaq Helsinki
Main media
www.amersports.com

AMER SPORTS
Amer Sports (www.amersports.com) is a sporting goods company with
internationally recognized brands including Salomon, Wilson, Atomic, Arc'teryx,
Mavic, Suunto and Precor. The company's technically advanced sports equipment,
footwear and apparel improve performance and increase the enjoyment of sports
and outdoor activities. The Group's business is balanced by its broad portfolio
of sports and products and a presence in all major markets. Amer Sports shares
are listed on the Nasdaq Helsinki stock exchange (AMEAS).


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