2015-03-25 15:30:00 CET

2015-03-25 15:30:04 CET


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Apetit Oyj - Decisions of general meeting

Decisions by the Annual General Meeting of Apetit Plc


APETIT PLC, Decisions of annual general meeting, 25 March 2015 at 4.30 p.m.

The Annual General Meeting on 25 March 2015 approved the parent company's and
consolidated financial statements for the financial year 1 January - 31
December 2014 and discharged the members of the Supervisory Board and the Board
of Directors and the CEOs from liability. The Annual General Meeting decided to
distribute a dividend of EUR 0.70 per share in accordance with the Board
proposal. The Board of Directors' proposals were approved without changes. 

DIVIDEND

The Annual General Meeting decided to distribute as dividend EUR 0.70 per share
on the financial year 2014. The dividend will be paid on 8 April 2015 to
shareholders registered on the company´s register of shareholders kept by
Euroclear Finland Ltd on the record date 27 March 2015. No dividend will be
paid on shares held by the company. 

AUTHORISATION FOR SHARE ISSUE

The Annual General Meeting authorised the Board of Directors to decide on
issuing shares, which would include the right to issue new shares or transfer
Apetit shares held by the company.The authorisation covers a maximum total of
761,757 shares, and the maximum number of new shares is 635,470, and the number
of Apetit Plcs' shares held by the company 126,287. 

The minimum subscription price for each new share will be the nominal value of
the share (EUR 2). The minimum transfer price for Apetit shares held by the
company will be the market value of the share at the time of transfer,
determined by the price quoted in public trading on NASDAX OMX Helsinki Ltd.
The Board of Directors will also have the right to issue shares against
consideration other than cash. In share-based incentive schemes, shares can
also be issued without consideration. 

The authorisation includes the right to deviate from the shareholders'
pre-emptive subscription right (targeted issue) if the company has an important
financial reason for doing so, such as the development of the company's capital
structure, the financing and implementation of corporate acquisitions or other
arrangements, or the implementation of a share-based incentive or reward
scheme. 

The authorisation is valid until the 2018 Annual General Meeting. The
authorisation revokes the earlier authorisation to issue shares, given on 28
March 2012, and the authorisation to transfer Apetit Plc shares, given on the
same date. 

ELECTION OF THE MEMBERS OF THE SUPERVISORY BOARD, THE MEMBERS OF THE 
SUPERVISORY BOARD'S NOMINATION COMMITTEE AND THE AUDITORS, AND REMUNERATION 

The Annual General Meeting confirmed that the Supervisory Board will have 18
members elected by the Annual General Meeting. Seven persons were appointed to
replace members of the Supervisory Board completing their term. Harri Eela,
Laura Hämäläinen, Ilkka Markkula, Jari Nevavuori and Markku Pärssinen were
re-elected. Aki Kaivola and Johanna Takanen were elected as new members. 

Jorma Takanen and Sauli Lähteenmäki were elected by the Annual General Meeting
as the members of the Supervisory Board's Nomination Committee. 

Pasi Karppinen, APA, and PricewaterCoopers Oy Authorised Public Accountants
with Jari Viljanen, APA, as responsible auditor, were elected as auditors for
the period ending with the close of the 2016 Annual General Meeting. 

The Annual General Meeting decided that the monthly fee paid to the Supervisory
Board's chairman is EUR 1,000, and to the deputy chairman EUR 665. The meeting
allowance paid to the members of the Supervisory Board and the members of the
Supervisory Board´s Nomination Committee is EUR 300. In addition, compensation
for travelling expenses are paid in accordance with the general travel rules of
Apetit Plc. The auditors' fees are paid according to an invoice approved by the
company. 

The minutes of the Annual General Meeting will be available on the company's
website, www.apetitgroup.fi/en, as of 8 April 2015. 


APETIT PLC

Juha Vanhainen
CEO

For more information, please contact:
Corporate Councel Asmo Ritala, tel, +358 10 402 00

Distribution:
Nasdaq Helsinki
Main media
www.apetitgroup.fi/en