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2008-03-27 17:15:00 CET 2008-03-27 17:15:01 CET REGULATED INFORMATION Suominen Yhtymä - Decisions of general meetingAnnual General Meeting of Suominen Corporation and organisation of the BoardSUOMINEN CORPORATION STOCK EXCHANGE RELEASE 27 MARCH 2008 AT 6.15 P.M. ANNUAL GENERAL MEETING OF SUOMINEN CORPORATION AND ORGANISATION OF THE BOARD The Annual General Meeting of Suominen Corporation approved the financial statements of the parent company and the Group for the financial year 2007 and released the members of the Board of Directors and the President and CEO from liability. The Meeting decided that no dividend be paid for 2005. The Meeting authorised the Board of Directors to decide on repurchase and conveyance of the Company's own shares. The Annual General Meeting of Shareholders was held today on 27 March 2008. The Meeting was opened by the member of the Board of Directors, Mr. Juhani Lassila, and chaired by Attorney-at-law, Mr. Jukka Laitasalo. FINANCIAL STATEMENTS The Annual General Meeting approved the financial statements of the parent company and the Group for the financial year 1 January - 31 December 2007 and released the members of the Board of Directors and the President and CEO from liability for the period. DIVIDEND The Annual General Meeting decided that no dividend be paid for 2007. THE BOARD OF DIRECTORS AND AUDITORS The Meeting confirmed the number of members of the Board of Directors six. The Meeting elected Heikki Bergholm, Kai Hannus, Pekka Laaksonen, Juhani Lassila, Mikko Maijala and Heikki Mairinoja to the Board of Directors for the next term of office in accordance with the Articles of Association. The Board of Directors held an initial meeting after the Annual General Meeting and elected Mikko Maijala as its Chairman and Pekka Laaksonen as Deputy Chairman. PricewaterhouseCoopers Oy, Authorised Public Accountants, were re-elected as auditors for the term expiring at the close of the next Annual General Meeting. AUTHORISATION OF THE BOARD OF DIRECTORS TO DECIDE ON THE REPURCHASE OF THE COMPANY'S OWN SHARES The Annual General Meeting approved the proposal of the Board of Directors to authorise the Board of Directors to decide on the repurchase of a maximum of 1,186,000 of the Company's own shares. The repurchase authorisation is valid for 18 months after the decision of the General Meeting. The shares shall be repurchased for use as consideration in future acquisitions or other arrangements related to the Company's business, as financing for investments or as part of the Company's incentive program or to be held by the Company, to be conveyed by other means or to be cancelled. The Company's own shares shall be repurchased otherwise than in proportion to the holdings of the shareholders by using the non-restricted equity through public trading on the OMX Nordic Exchange Helsinki Oy at the market price prevailing at the time of acquisition. AUTHORISATION OF THE BOARD OF DIRECTORS TO DECIDE ON THE CONVEYANCE OF THE COMPANY'S OWN SHARES The Annual General Meeting approved the proposal of the Board of Directors to authorise the Board of Directors to decide on the conveyance of a maximum of 1,222,000 of the Company's own shares held by the Company. The authorisation on conveying is valid for 18 months after the end of the General Meeting. The Company's own shares held by the Company may be conveyed either against payment or for free. The shares may be conveyed to the Company's shareholders in proportion to their current shareholdings in the Company or waiving the shareholder's pre-emption right, through a directed share issue if the Company has a weighty financial reason to do so, such as using the shares as consideration in future acquisitions or other arrangements related to the Company's business, as financing investments or as part of the Company's incentive program. MINUTES OF THE MEETING The minutes of the meeting are available to shareholders at the Company's head office as of 10 April 2008. Helsinki 27 March 2008 SUOMINEN CORPORATION Kalle Tanhuanpää President and CEO For additional information, please contact Mr. Kalle Tanhuapää, President and CEO, tel. +358 10 214 300. |
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