Lemminkäinen - Decisions of general meeting

Resolutions of Lemminkäinen Corporation's Annual General Meeting

LEMMINKÄINEN CORPORATION   STOCK EXCHANGE RELEASE  25 MARCH 2015 AT 4:15 P.M.



RESOLUTIONS OF LEMMINKÄINEN CORPORATION'S ANNUAL GENERAL MEETING

On 25 March 2015, Lemminkäinen Corporation's Annual General Meeting adopted the
company's annual accounts and consolidated financial statements for 2014 and
granted the members of the Board of Directors as well as the persons having
acted as the President and CEO and the Interim President and CEO discharge from
liability. 

Payment of dividend

The General Meeting resolved, in accordance with the Board of Directors'
proposal, that no dividend be paid for the financial year ended on 31 December
2014. 

Board membership and remuneration

The General Meeting confirmed the number of members of the Board of Directors
as seven. Berndt Brunow, Noora Forstén, Finn Johnsson, Juhani Mäkinen, Kristina
Pentti-von Walzel, Heikki Räty and Heppu Pentti were elected as members of the
Board. 

The General Meeting confirmed that a remuneration of EUR 3,000 per month be
paid to the members of the Board of Directors, EUR 10,000 per month be paid to
the Chairman of the Board, and EUR 500 be paid in respect of each board meeting
attended. It was further resolved that the Chairman of the Audit Committee be
paid an attendance fee of EUR 1,000 and the members of the Audit Committee be
paid an attendance fee of EUR 500 for each meeting of the Committee. In
addition, it was resolved that the members residing abroad are to be paid the
attendance fee increased by EUR 1,000. Travel expenses will be reimbursed as
invoiced. 

Election of the auditor and audit fee

PricewaterhouseCoopers Oy, a firm of authorised public accountants, was
re-elected to serve as the company's auditor. The audit fee will be paid as
invoiced and approved. 

Authorisation to repurchase the company's own shares

The General Meeting resolved, in accordance with the Board of Directors'
proposal, to authorise the Board of Directors to resolve on the repurchase of
the company's own shares. 

In accordance with the authorisation, the Board of Directors may resolve to
repurchase a maximum of 2,321,990 own shares, which corresponds to 10 per cent
of all the current shares of the company, in one or several instalments, using
the unrestricted shareholders' equity of the company, subject to the provisions
of the Finnish Companies Act on the maximum amount of own shares in the
possession of the company or its subsidiaries. 

The Board of Directors may resolve to repurchase shares also in another
proportion than in proportion to the holdings of shareholders. The shares shall
be purchased in public trading at the prevailing market price. The purchases
shall be carried out on NASDAQ OMX Helsinki Ltd in accordance with its rules
and regulations. 

The authorisation is effective for a period of 18 months from the resolution of
the General Meeting. 

The previous authorisation granted to the Board of Directors regarding
repurchase of own shares expired simultaneously. 

Authorisation of the Board of Directors to resolve on a share issue and an
issue of special rights 

The General Meeting resolved, in accordance with the Board of Directors'
proposal, to authorise the Board of Directors to resolve on a share issue
and/or an issue of special rights entitling to shares referred to in Chapter
10, Section 1 of the Finnish Limited Liability Companies Act in one or several
instalments, either against payment or without payment. The number of shares to
be issued, including the shares to be received based on special rights, shall
not exceed 4,643,980 shares. The maximum number corresponds to 20 per cent of
all the current shares of the company. The Board of Directors may resolve to
issue either new shares or own shares possibly held by the company. 

The authorisation entitles the Board of Directors to resolve on all terms and
conditions of the share issue and the issue of special rights entitling to
shares, including the right to derogate from the pre-emptive right of the
shareholders. The authorisation may be used for the financing or execution of
any acquisitions or other business arrangements, to strengthen the balance
sheet and financial position of the company or for other purposes as determined
by the Board of Directors. The authorisation is in force for a period of 18
months from the resolution of the General Meeting. The previous authorisation
granted to the Board of Directors regarding a share issue and an issue of
special rights expired simultaneously. 

Minutes of the meeting

The minutes of the General Meeting of shareholders will be available on
Lemminkäinen's website as from 8 April 2015 at the latest. 



LEMMINKÄINEN CORPORATION
Corporate Communications


ADDITIONAL INFORMATION:
General  Counsel
Johan Nybergh
tel. +358 2071 54811
johan.nybergh@lemminkainen.com



DISTRIBUTION:
NASDAQ OMX Helsinki
Key media
www.lemminkainen.com

Together with our customers we create conditions that make living, working and
travelling functional, safe and healthy. We operate in Northern Europe and
employ about 5,600 professionals. In 2014, our net sales were about EUR 2.0
billion. Lemminkäinen Corporation's share is quoted on NASDAQ OMX Nordic
Exchange Helsinki. www.lemminkainen.com