eQ Oyj - Decisions of general meeting

DECISIONS ADOPTED BY eQ PLC'S ANNUAL GENERAL MEETING

eQ PLC  STOCK EXCHANGE RELEASE

30 March 2016, at 7.30 p.m.



eQ Plc’s annual general meeting, held on Wednesday 30 March 2016 in Helsinki
(“AGM”), decided upon the following: 



Confirmation of the financial statements

eQ Plc’s AGM confirmed the financial statement of the company, which included
the group financial statements, the report by the Board of Directors and the
auditor’s report for the financial year 2015. 



Decision in respect of the result shown on the balance sheet and distribution
of the assets from the invested unrestricted equity fund 

The AGM confirmed the proposal by the Board of Directors that a dividend of EUR
0.30 per share and a return of capital of EUR 0.20 per share be paid from the
invested unrestricted equity fund. The dividend and return of capital shall be
paid to shareholders who on the record date for the payment, 1 April 2016, are
recorded in the shareholders register held by Euroclear Finland Ltd. The
dividend and return of capital shall be paid on 8 April 2016. 



Discharge from liability to the Board of Directors and Managing Director

The AGM decided to grant discharge from liability to the Board of Directors and
the Managing Director. 



The number of Board members, appointment of Board members and the remuneration
of the members of the Board 

According to the decision of the AGM, five Board members, being Nicolas Berner,
Georg Ehrnrooth, Annika Poutiainen and Jussi Seppälä were re-elected and Timo
Kokkila was elected as a new member to the Board of Directors. The term of
office of the Board members ends at the close of the next Annual General
Meeting. The AGM decided that the members of the Board would receive
remuneration as follows: the chairman of the Board will receive 3,300 Euros and
the Board members will receive 1,800 Euros per month. In addition, a
compensation of 300 euros per meeting will be paid for all the Board members
for each attended Board meeting and travel and lodging costs will be
compensated in accordance with the company’s expense policy. The Board
appointed Georg Ehrnrooth as chairman of the Board in its meeting held
immediately after the AGM. 



Auditors and auditors’ compensation

The AGM decided to elect Authorised Public Accountants KPMG Oy Ab as auditor of
the company. The auditor with main responsibility, named by KPMG Oy Ab is
Raija-Leena Hankonen, APA. It was decided to compensate the auditor according
to the auditor's invoice approved by the eQ Plc. 



Authorising the Board of Directors to decide on the repurchase of the Company’s
own shares 

The AGM authorised the Board of Directors to decide on the repurchase of
Company’s own shares in one or more transactions with the following terms: the
Board of Directors is authorised to decide on the repurchase of no more than
1,000,000 Company’s own shares, which corresponds to approximately 2.72 per
cent of all shares in the Company. Shares will be repurchased with assets from
the Company’s unrestricted equity, which means that any such repurchase will
reduce the distributable funds of the Company. Shares may be repurchased
otherwise than in proportion to the shareholdings of the shareholders with
assets from the company’s unrestricted equity at the market price of the shares
in public trading on the Nasdaq Helsinki as per the time of purchase or at a
price lower than that. 

Own shares may be repurchased in order to develop the Company's capital
structure, to finance or carry out acquisitions, or other business
transactions, or to use the shares as part of the Company's incentive schemes.
The repurchased shares may be held for reissue, canceled or transferred
further. The Board of Directors decides on all other matters related to the
repurchase of own shares. 

The authorisation cancels all previous authorisations to decide on the
repurchase of the Company’s own shares and is effective until the next Annual
General Meeting, however no more than 18 months. 



Authorising the Board of Directors to decide on the issuance of shares as well
as the issuance of special rights entitling to shares 

The AGM authorised the Board of Directors to decide on a share issue or share
issues and/or the issuance of special rights entitling to shares referred to in
Chapter 10 Section 1 of the Companies Act, comprising a maximum total of
5,000,000 new shares. The amount of the authorisation corresponds to
approximately 13.61 per cent of all shares in the Company. 

The authorisation is to be used in order to finance or carry out potential
acquisitions or other business transactions, to strengthen the balance sheet
and the financial position of the Company, to fulfill Company’s incentive
schemes or to any other purposes decided by the Board. Based on the
authorization, the Board decides on all other matters related to the issuance
of shares and special rights entitling to shares referred to in Chapter 10
Section 1 of the Companies Act, including the recipients of the shares or the
special rights entitling to shares and the amount of the consideration to be
paid. Therefore, based on the authorisation, shares or special rights entitling
to shares may also be issued directed i.e. in deviation of the shareholders
pre-emptive rights as described in the Companies Act. A share issue may also be
executed without payment in accordance with the preconditions set out in the
Companies Act. 

The authorisation cancels all previous authorisations to decide on the issuance
of shares as well as the issuance of special rights entitling to shares and is
effective until the next Annual General Meeting, however no more than 18
months. 



Helsinki, 30 March 2016



eQ Plc

BOARD OF DIRECTORS



Additional information: Janne Larma, CEO, tel. +358 9 6817 8920

Distribution: NASDAQ Helsinki, www.eQ.fi



eQ Group is a Finnish group of companies specialising in asset management and
corporate finance business. eQ Asset Management offers a wide range of asset
management services (including private equity funds and real estate asset
management) for institutions and individuals. The assets managed by the Group
total approximately EUR 7.6 billion. Advium Corporate Finance, which is part of
the Group, offers services related to mergers and acquisitions, real estate
transactions and equity capital markets. 

More information about the Group is available on our website at www.eQ.fi.