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2009-03-31 15:55:34 CEST 2009-03-31 15:56:08 CEST REGULATED INFORMATION Aspo - Decisions of general meetingDECISIONS OF THE ASPO ANNUAL SHAREHOLDERS' MEETINGASPO Plc STOCK EXCHANGE BULLETIN, MARCH 31, 2009 at 4:55 p.m. The Annual Shareholders' Meeting of Aspo Plc on March 31, 2009, approved the parent and consolidated financial statements and discharged the members of the Board of Directors and the CEO from the liability for fiscal 2008. The shareholders approved the payment of a dividend totaling EUR 0.42 per share. The record date will be April 3, 2009, and the dividend will be paid on April 14, 2009. Board of Directors and Auditor The meeting confirmed the number of Board members at six. Matti Arteva, Esa Karppinen, Roberto Lencioni, Gustav Nyberg and Risto Salo were re-elected to the Board of Directors. Ms Kristina Pentti-von Walzel was elected as new member to the Board. At the meeting held after the Annual Shareholders' Meeting Gustav Nyberg was elected to carry on as Chairman of the Board and Matti Arteva as Vice-Chairman. Auditor The authorized public accounting firm PricewaterhouseCoopers Oy will continue as company auditor. Remuneration of Board members The shareholders approved that EUR 15,500 including fringe benefits be paid as monthly remuneration to the chairman of the Board of Directors. To the extent that the chairman during the present term of office receives salary or remuneration based on the previous CEO agreement, no remuneration shall be paid for the duties of the chairman. The meeting approved a monthly remuneration of EUR 3,000 for the Vice-Chairman, and EUR 2,000 per month for other members of the Board of Directors. Board's Authorizations The shareholders authorized the Board to decide on the acquisition of company-held shares using the unrestricted shareholders' equity of the company. The authorization covers a maximum of 400,000 own shares. The shares shall be acquired through public trading, for which reason the shares are acquired otherwise than in proportion to the holdings of the shareholders and the consideration paid for the shares shall be the market price of Aspo's share at the time of repurchase. The authorization does not exclude the Board's right to resolve on a directed repurchase. The shares shall be acquired through public trading on NASDAQ OMX Helsinki Ltd in accordance with its rules and regulations. The shares shall be acquired to be used to finance or carry out possible acquisitions or other arrangements, to balance the financial risk of the company's share-ownership program or for other purposes determined by the Board. The Board may not exercise the authorization if after the acquisition the company or its subsidiary would posses or have as a pledge more than ten (10) per cent of the company's stock. The shareholders authorized the Board to decide on a share issue, through one or several instalments, to be executed by conveying shares held by the company. An aggregate maximum amount of 1,020,000 shares may be conveyed based on the authorization. The authorization will be used for the financing or execution of corporate acquisitions or other transactions or for other purposes determined by the Board. The authorization includes the right of the Board of Directors to decide on all the terms and conditions of the conveyance and thus also includes the right to convey shares otherwise than in proportion to the holdings of the shareholders, in deviation from the shareholders' pre-emptive right on the conditions provided by law. The authorizations are valid until the Annual Shareholders' Meeting in 2010, but no more than 18 months from the approval at the Shareholders' Meeting. ASPO Plc Aki Ojanen CEO For more information, please contact Aki Ojanen, +358 9 7595 363, +358 400 106 592 aki.ojanen@aspo.fi Distribution: NASDAQ OMX Helsinki Key Media www.aspo.com Aspo is a conglomerate that owns and develops businesses in the Baltic Sea region focusing on demanding B-to-B customers. The aim of our strong corporate brands - ESL Shipping, Leipurin, Telko and Kaukomarkkinat - is to be the market leaders in their sectors. They are responsible for their own operations, customer relationships and the development of these. Together they generate Aspo's goodwill. Aspo's Group structure and business operations are developed persistently without any predefined schedules. |
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