2024-04-25 14:50:00 CEST

2024-04-25 14:50:03 CEST


REGULATED INFORMATION

English
Metso Corporation - Decisions of general meeting

Resolutions of Metso Corporation's Annual General Meeting


Metso Corporation's stock exchange release on April 25, 2024, at 3:50 p.m. EEST

Metso Corporation's Annual General Meeting (AGM) was held today, April 25, 2024,
in Helsinki.

Adoption of the financial statements

The AGM adopted the financial statements for the financial year 2023 and
resolved to grant the members of the Board of Directors and President and CEO
discharge from liability for the financial year January 1 to December 31, 2023.

Dividend for 2023

The AGM resolved to approve the Board of Directors' proposal to pay a dividend
of EUR 0.36 per share for the financial year 2023 in two installments.

The first dividend installment of EUR 0.18 per share will be paid on May 7,
2024, and its record date will be April 29, 2024. The second installment of EUR
0.18 per share will be paid in November 2024. The Board of Directors will
resolve on the record date and the date of payment in its meeting agreed to be
held on October 23, 2024. Based on the current rules of the Finnish book-entry
system, the dividend record date would be October 25, 2024, and the payment date
November 1, 2024.

Composition of the Board of Directors

The AGM resolved to elect nine members to the Board of Directors. All current
members of the Board, Brian Beamish, Klaus Cawén, Terhi Koipijärvi, Niko
Pakalén, Ian W. Pearce, Reima Rytsölä, Emanuela Speranza, Kari Stadigh, and Arja
Talma were re-elected for the term ending at the closing of the Annual General
Meeting 2025.

The AGM resolved to re-elect Kari Stadigh as the Chair of the Board of Directors
and Klaus Cawén as the Vice Chair of the Board of Directors for the term ending
at the closing of the Annual General Meeting 2025.

Remuneration of the Board of Directors

The AGM resolved that the members of the Board of Directors will be paid the
following fixed annual remuneration:

  · Chair: EUR 171,000
  · Vice Chair: EUR 87,000
  · Other members: EUR 70,500 each

The additional remuneration to be paid for the members of the Board of Directors
that were elected as members of the Board's committees was decided as follows:

  · EUR 25,500 for the Chair of the Audit and Risk Committee
  · EUR 10,700 each for the other members of the Audit and Risk Committee
  · EUR 13,000 for the Chair of the Remuneration and HR Committee
  · EUR 5,350 each for the other members of the Remuneration and HR Committee.

As a condition for the annual remuneration, the Board members are obliged,
directly based on the AGM's decision, to use 20 or 40 percent of their fixed
total annual remuneration for purchasing Metso shares from the market at a price
formed in public trading, and that the purchase will be carried out within two
weeks from today.

Meeting fees

The AGM also resolved to approve the following meeting fees for each Board and
committee meeting: EUR 900 for meetings requiring travel within the Nordic
countries, EUR 1,800 for meetings requiring travel within a continent, EUR 3,000
for meetings requiring intercontinental travel, and EUR 900 for meetings with
remote attendance.

Auditor and sustainability reporting assurance provider

Authorized public accounting firm Ernst & Young Oy was re-elected as Auditor for
a term ending at the closing of the Annual General Meeting 2025. Ernst & Young
Oy has announced that Mikko Järventausta, APA, will continue as the principally
responsible auditor. Ernst & Young Oy was also adopted as the company's
sustainability reporting assurance provider to verify the sustainability report
for the financial year 2024. The remuneration to the Auditor was decided to be
paid against the Auditor's invoice approved by the company and that the same
applies to the Auditor's fees relating to the verification of the company's
sustainability report.

Authorization to repurchase the Company's own shares

The AGM resolved to authorize the Board of Directors to decide on the repurchase
of an aggregate maximum of 82,000,000 of Metso's own shares, which corresponds
to approximately 9.9 percent of all shares. However, the company together with
its subsidiaries cannot at any moment own more than 10 percent of all the shares
of the company.

Own shares may be repurchased based on this authorization only by using
unrestricted equity. Own shares can be repurchased at a price formed in trading
on regulated market on the date of the repurchase or otherwise at a price formed
on the market. The Board of Directors is entitled to resolve how shares are
repurchased. Own shares may be repurchased otherwise than in proportion to the
shares held by the shareholders (directed repurchase).

The authorization is in force until the closing of the Annual General Meeting
2025.

Authorization to issue shares and special rights entitling to shares

The AGM resolved to authorize the Board of Directors to decide on the issuance
of shares and the issuance of special rights entitling to shares referred to in
Chapter 10, Section 1 of the Finnish Limited Liability Companies Act as follows:
The number of shares to be issued on the basis of this authorization shall not
exceed an aggregate maximum of 82,000,000 shares, which corresponds to
approximately 9.9 percent of all shares.

The Board of Directors is entitled to decide on all terms of the issuance of
shares and of special rights entitling to shares and it is entitled to deviate
from the shareholders' pre-emptive subscription rights (directed issue). This
authorization applies to both the issuance of new shares and the conveyance of
own shares held by the company.

The authorization is in force until the closing of the Annual General Meeting
2025.

Authorizing the Board of Directors to resolve on donations

The Annual General Meeting resolved to authorize the Board of Directors to
decide on donations in the aggregate maximum amount of EUR 350,000 for
charitable or corresponding purposes. The donations could be made in one or more
instalments. The Board of Directors would be entitled to resolve on the
beneficiaries and the amount of each donation. The authorization is in force
until the closing of the next Annual General Meeting.

The minutes of the AGM will be available on the company's website at
metso.com/agm (http://www.metso.com/agm) on May 9, 2024, at the latest.

Further information:

Nina Kiviranta, General Counsel, Metso Corporation, tel. +358 20 529 2017

Juha Rouhiainen, Vice President, Investor Relations, Metso Corporation, tel.
+358 20 484 3253

Metso Corporation

Distribution:


Nasdaq Helsinki Ltd

Main media

www.metso.com

Metso is a frontrunner in sustainable technologies, end-to-end solutions and
services for the aggregates, minerals processing and metals refining industries
globally. We improve our customers' energy and water efficiency, increase their
productivity, and reduce environmental risks with our product and service
expertise. We are the partner for positive change.

Headquartered in Espoo, Finland, Metso employs over 17,000 people in close to 50
countries and sales for 2023 were about EUR 5.4 billion. The company is listed
on the Nasdaq Helsinki. metso.com, x.com/metsoofficial