2011-04-06 12:40:00 CEST

2011-04-06 12:40:01 CEST


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Exel Composites Oyj - Decisions of general meeting

Decisions of Annual General Meeting of Exel Composites Plc, 6 April 2011


EXEL COMPOSITES PLC   STOCK EXCHANGE RELEASE                      6.4.2011 at
13.40 



Decisions of Annual General Meeting of Exel Composites Plc, 6 April 2011



Exel Composites' Annual General Meeting in brief

- adopted the financial statements of the parent company and the Group for 2010,

- discharged the members of the Board of Directors and the President and CEO of
Exel Composites from liability for the financial year 2010, and 

- decided to distribute a dividend of EUR 0.50 per share for the financial year
2010 



Exel Composites' Annual General Meeting (“AGM”) was held on 6 April 2011. The
following decisions were made: 





Adoption of the financial statements



The AGM adopted the financial statements of the parent company and the Group
for 2010. 



The AGM also discharged the members of the Board of Directors and the President
and CEO of Exel Composites Plc from liability for the financial year 2010. 



Dividend



The AGM decided that a dividend of EUR 0.50 per share be paid for the financial
year that closed on 31 December 2010. The dividend will be paid to shareholders
registered in the Company's shareholder register maintained by the Finnish
Central Securities Depository Ltd on the record date for dividend payment, 11
April 2011. The dividend will be paid on 18 April 2011. 



Composition of the Board of Directors and remuneration



The AGM elected to the Board of Directors five members based on the proposal by
the Nomination Committee. The following members of the Board of Directors were
re-elected: Peter Hofvenstam, Göran Jönsson, Reima Kerttula and Heikki
Mairinoja. Heikki Hiltunen was elected as a new member of the Board of
Directors. 



Heikki Hiltunen is a Finnish citizen and currently Executive Vice President
(Deputy to CEO) of Vacon Plc. 



Vesa Kainu was no longer available for re-election to the Board.



The AGM decided that the annual remuneration for the Board members be the
following: the Chairman of the Board of Directors be paid a yearly remuneration
of EUR 34,000 and additionally EUR 1,500 for attendance at Board and committee
meetings and other similar Board assignments and the other Board be paid a
yearly remuneration of EUR 16,000 and additionally EUR 1,000 for attendance at
Board and committee meetings and other similar Board assignments and that
travel expenses and other out-of-pocket expenses arising from the Board work be
compensated in accordance with the Company's established practice and travel
rules. 



Auditor



Ernst & Young, certified by the Central Chamber of Commerce with Juha Hilmola,
APA, having the principal responsibility, was re-elected as the auditor of the
Company for the period until the end of the next Annual General Meeting. 



Authorization for acquisition of the Company's own shares



The Annual General Meeting authorized the Board of Directors to acquire the
Company's own shares by using unrestricted equity. The maximum amount to be
acquired is 600,000 shares. The authorization is valid until the next Annual
General Meeting. 



Nomination Board



The Annual General Meeting decided to establish a Nomination Board to prepare
proposals concerning Board members and their remunerations for the following
Annual General Meeting. The representatives of the four largest shareholders
and the Chairman of the Board of Directors, acting as an expert member, shall
be elected to the Nomination Board. The shareholders whose share of the total
votes of all the shares of the Company is largest on the 1st day of November
preceding the AGM have the right to appoint the members representing the
shareholders. 



President and CEO's review



The President and CEO's review is available on the Company website at
www.exelcomposites.com. 



Resolutions of the Board of Directors' formative meeting



At the formative meeting of the Board of Directors held after the Annual
General Meeting, the Board of Directors elected from among its members Peter
Hofvenstam as its Chairman. 





Exel Composites Plc

Board of Directors





Forward-looking statements: It should be noted that certain statements herein
which are not historical facts, including, without limitation, those regarding
expectations for general economic development and the market situation,
expectations for company growth, development and profitability, and statements
preceded by “expects” or “estimates” or similar expressions, are
forward-looking statements. These statements are based on current decisions and
plans and currently known facts. They involve risks and uncertainties which may
cause the actual results to materially differ from the results currently
expected by the company. 





Further information:

Vesa Korpimies, President and CEO, Exel Composites Plc,

tel. +358 50 590 6754, or email vesa.korpimies@exelcomposites.com; or

Ilkka Silvanto, CFO, Exel Composites Plc,

tel. +358 50 598 9553, or email ilkka.silvanto@exelcomposites.com





DISTRIBUTION

NASDAQ OMX Helsinki Ltd.

Main news media

www.exelcomposites.com





EXEL COMPOSITES IN BRIEF

Exel Composites is a technology company which designs, manufactures and markets
composite profiles and tubes for industrial applications. The Group is the
leading composite profile manufacturer in the world and concentrates on growing
niche segments. 



The core of the operations is based on own, internally developed composite
technology, product range based on it and a strong market position in selected
segments with a strong quality and brand image. Profitable growth is pursued by
a relentless search for new applications and development in co-operation with
customers. The personnel's expertise and high level of technology play a major
role in Exel Composites' operations. 



Exel Composites Plc share is listed in the Small Cap segment of NASDAQ OMX
Helsinki Ltd.