2010-03-31 18:15:00 CEST

2010-03-31 18:15:01 CEST


REGLERAD INFORMATION

Finska Engelska
Raute - Decisions of general meeting

DECISIONS OF RAUTE CORPORATION'S ANNUAL GENERAL MEETING 2010


RAUTE CORPORATION   STOCK EXCHANGE RELEASE 31 March 2010 at 7:15 p.m.           


DECISIONS OF RAUTE CORPORATION'S ANNUAL GENERAL MEETING 2010                    

Raute Corporation's Annual General Meeting on 31 March 2010 confirmed the       
Financial Statements for 1 January to 31 December 2009 and discharged the       
members of the Board of Directors and President and CEO from liability.         

The Annual General Meeting decided according to the proposal of the Board of    
Directors that no dividend be paid for 2009 and that the loss for the financial 
year be transferred to retained earnings.                                       

The Annual General Meeting elected the Board of Directors for the next term of  
office ending at the Annual General Meeting in 2011. Mr. Erkki Pehu-Lehtonen was
elected Chairman of the Board of Directors, Ms. Sinikka Mustakallio was elected 
Vice-Chairman of the Board of Directors and Mr. Risto Hautamäki, Mr. Ilpo       
Helander, Mr. Mika Mustakallio, and Mr. Pekka Suominen were elected members of  
the Board of Directors.                                                         

The Annual General Meeting chose authorized public accounting company           
PricewaterhouseCoopers Oy as auditors with Mr. Janne Rajalahti (Authorized      
Public Accountant) as the principal auditor.                                    

The Annual General Meeting decided that the remuneration to the Chairman of the 
Board continues to be 40,000 euros and to the Vice-Chairman of the Board and    
Board members 20,000 euros for the term of office. The Board members' travelling
expenses will be compensated according to the company's travel policy. The      
compensation to the company's auditors will be paid on the basis of reasonable  
invoicing.                                                                      

Authorization of the Board of Directors to decide on the repurchase of shares   

The Annual General Meeting decided to authorize the Board to decide on the      
repurchase of a maximum of 400,000 Raute Corporation series A shares using      
assets from the company's non-restricted equity, which would lead to a decrease 
in the company's distributable assets. The number of shares is less than ten    
percent (10%) of the company's overall shares.                                  

The authorization entitles the Board to acquire the company's series A shares to
be used for the development of the company's capital structure, as consideration
for funding or carrying out any acquisitions or other arrangements, or to be    
otherwise disposed of or cancelled.                                             

The purchase consideration paid for shares purchased by virtue of the           
authorization shall be based on the price of the series A share in public       
trading so that the minimum price of acquired shares is the lowest market price 
quoted in public trading during the term of validity of the authorization and   
the maximum price, correspondingly, the highest market price quoted in public   
trading during the term of validity of the authorization.                       

The authorization includes the right to acquire shares otherwise than in        
proportion to the holdings of the shareholders. This can take place, for        
example, by acquiring shares in public trading on marketplaces whose rules and  
regulations allow a company to repurchase shares. The company must have         
important financial reasons to acquire shares in public trading as explained    
above or otherwise than in proportion to the holdings of the shareholders.      

A Series K share can be converted to a series A share in compliance with section
3 of Raute Corporation's Articles of Association.                               

The Board of Directors will decide on the other conditions related to share     
repurchases.                                                                    

The authorization shall take place of the authorization granted by the Annual   
General Meeting of April 2, 2009 and is effective until the end of the next     
Annual General Meeting, or at least until 31 May 2011.                          

Authorization of the Board of Directors to decide on a directed issue of Raute  
Corporation's series A shares                                                   

The Annual General Meeting decided to authorize the Board to decide on a        
directed issue of Raute Corporation's series A shares, as well as on all of the 
related conditions, including the recipients and the sum of consideration to be 
paid. The Board of Directors may decide to issue either new shares or company   
shares held by Raute. The maximum number of shares issued is 400,000 series A   
shares. The authorization is effective until the end of the next Annual General 
Meeting. As proposed, the authorization will be used to fund or carry out       
acquisitions or other arrangements or for other purposes decided by the Board of
Directors.                                                                      

Issuing stock options                                                           

The Annual General Meeting resolved to issue stock options to the key personnel 
of Raute Group.                                                                 

The stock options shall, in deviation from the shareholders' pre-emptive rights,
be offered to key personnel of Raute Group separately determined by the Board of
Directors and to a wholly-owned subsidiary of Raute Corporation for further     
delivery to the key personnel of Raute Group. The weighty financial reason for  
the Company to issue the options is that the stock options are intended to form 
a part of the incentive and commitment program of the key personnel. The purpose
of the stock options is to encourage the selected key employees to work on a    
long-term basis to increase shareholder value and to commit them to the Company.

The maximum total number of stock options shall be 240,000. Stock options       
entitle the subscription for a total maximum of 240,000 of Raute Corporation's  
series A shares and the share capital of Raute Corporation may, as a result of  
the share subscriptions made with the stock options, increase with a maximum of 
EUR 480,000. Each stock option entitles the subscription for one (1) series A   
share. Of the stock options, a maximum of 80,000 shall be marked with the symbol
2010 A, a maximum of 80,000 shall be marked with the symbol 2010 B and a maximum
of 80,000 shall be marked with the symbol 2010 C. The stock options shall be    
issued free of charge.                                                          

The share subscription price for the stock options shall be determined based on 
the trade volume weighted average quotation of the share of Raute Corporation in
continuous trading, rounded off to the nearest cent, on the NASDAQ OMX Helsinki 
Ltd. For stock options 2010 A the subscription price shall be determined during 
the two month period immediately following the announcement day of the financial
statements for the year 2009, for stock options 2010 B during the two month     
period immediately following the announcement day of the financial statements   
for the year 2010 and for stock options 2010 C during the two month period      
immediately following the announcement day of the financial statements for the  
year 2011.                                                                      

From the share subscription price shall be deducted the amount of the dividend  
or distribution of funds from the distributable equity fund decided after the   
beginning of the period for determination of the subscription price but before  
share subscription. Out of the share subscription price the amount equaling the 
nominal value of the share will be entered into the share capital and the       
exceeding amount into the invested non-restricted equity fund.                  

The share subscription period for stock options 2010 A will be from March 1,    
2013 to March 31, 2016, for stock options 2010 B from March 1, 2014 to March 31,
2017 and for stock options 2010 C from March 1, 2015 to March 31, 2018.         

The terms and conditions of the stock option system have been published on the  
Company's website at www.raute.com.                                             

Minutes of the Annual General Meeting                                           

The Minutes of the Annual General Meeting are available on Raute Corporation's  
website at www.raute.com as from 14 April 2010.                                 


RAUTE CORPORATION                                                               
Tapani Kiiski                                                                   
President and CEO                                                               


FURTHER INFORMATION:                                                            
Mr. Tapani Kiiski, President and CEO, mobile +358 400 814 148                   
Ms. Arja Hakala, CFO, mobile +358 400 710 387                                   


DISTRIBUTION:                                                                   
NASDAQ OMX Helsinki Ltd, main media, www.raute.com                              


RAUTE IN BRIEF:                                                                 
Raute is a technology company serving the wood products industry worldwide. Its 
most important customers are the plywood and LVL industries. Raute is one of the
world's leading suppliers of mill-scale projects to these customer industries.  
The total service concept also includes technology services, with which Raute   
supports its customers throughout the entire life cycle of their investments.   
Raute's head office is located in Nastola, Finland. Its other production plants 
are in the Vancouver area of Canada, in the Shanghai area of China, and in      
Kajaani, Finland. Raute's net sales declined significantly due to the difficult 
market situation in 2009 and equaled EUR 36.6 million. The number of personnel  
at the end of 2009 was 524. More information on the company can be found at:    
www.raute.com.