2017-03-02 16:45:27 CET

2017-03-02 16:45:27 CET


REGULATED INFORMATION

Wärtsilä - Decisions of general meeting

Decisions taken by Wärtsilä's Annual General Meeting and Board of Directors


Wärtsilä Corporation, Stock exchange release, 2 March 2017 at 5.45 pm EET

Decisions taken by Wärtsilä's Annual General Meeting and Board of Directors

Wärtsilä's Annual General Meeting approved the financial statements and
discharged the members of the Board of Directors and the company's President &
CEO from liability for the financial year 2016.

The Meeting approved the Board of Directors' proposal to pay a dividend of EUR
1.30 per share. The dividend shall be paid in two instalments. The first
instalment of EUR 0.65 per share shall be paid to the shareholders who are
registered in the list of shareholders maintained by Euroclear Finland Ltd on
the dividend record day 6 March 2017. The payment day proposed by the Board for
this instalment is 13 March 2017. The second instalment of EUR 0.65 per share
shall be paid in September 2017. The second instalment shall be paid to
shareholders who are registered in the list of shareholders maintained by
Euroclear Finland Ltd on the dividend record day, which, together with the
payment day, shall be decided by the Board of Directors in its meeting scheduled
for 12 September 2017. The dividend record day for the second instalment as per
the current rules of the Finnish book-entry system would be 14 September 2017
and the dividend payment day 21 September 2017, unless the renewal of the
securities processing infrastructure by Euroclear Finland Ltd brings the
dividend payment day a few days earlier.

 The fees to the members of the Board of Directors were approved as follows:
- to the ordinary members EUR 66,000/year
- to the deputy chairman EUR 99,000/year
- to the chairman EUR 132,000/year

In addition, each member will be paid EUR 600/meeting of the Board attended, the
chairman's meeting fee being double this amount. Each member of the Nomination
Committee and the Remuneration Committee will be paid EUR 700/committee meeting
attended and each member of the Audit Committee will be paid EUR
1,200/committee meeting attended, the chairmen's meeting fees being double these
amounts. Roughly 40% of the annual fee is paid in Wärtsilä shares, and the rest
in cash. The company will compensate the transaction costs and costs in relation
of the applicable asset transfer tax arising from the share purchases.

Board of Directors and Auditor

The Annual General Meeting decided that the Board of Directors shall have eight
members. The following were elected to the Board: Maarit Aarni-Sirviö, Kaj-
Gustaf Bergh, Karin Falk, Johan Forssell, Tom Johnstone, Mikael Lilius, Risto
Murto and Markus Rauramo.

It was decided to pay the auditors' fees as invoiced and approved by the
company. The audit firm PricewaterhouseCoopers Oy was elected as the auditor of
the Company for the year 2017.

Authorisation to repurchase and distribute the Company's own shares

The Board of Directors was authorised to resolve to repurchase a maximum of
19,000,000 of the Company's own shares. The authorisation to repurchase the
Company's own shares shall be valid until the close of the next Annual General
Meeting, however no longer than for 18 months from the authorisation of the
shareholders' meeting.

The Board of Directors was authorised to resolve to distribute a maximum of
19,000,000 of the Company's own shares. The authorisation for the Board of
Directors to distribute the Company's own shares shall be valid for three years
from the authorisation of the shareholders' meeting and it cancels the
authorisation given by the General Meeting on 3 March 2016. The Board of
Directors was authorised to resolve to whom and in which order the own shares
will be distributed. The Board of Directors was authorised to decide on the
distribution of the Company's own shares otherwise than in proportion to the
existing pre-emptive right of the shareholders to purchase the Company's own
shares.

The decisions were taken without voting. The minutes of the meeting will be
available on www.wartsila.com/investors as of 16 March 2017 at the latest.


Decisions of the Board of Directors

Convening after the Annual General Meeting the Board of Directors elected Mikael
Lilius as its chairman and Tom Johnstone as the deputy chairman. The Board
decided to establish an Audit Committee, a Nomination Committee and a
Remuneration Committee. The Board appointed from among its members the following
members to the Committees:

Audit Committee: Chairman Markus Rauramo, Maarit Aarni-Sirviö, Risto Murto.
Nomination Committee: Chairman Mikael Lilius, Kaj-Gustaf Bergh, Johan Forssell,
Risto Murto.
Remuneration Committee: Chairman Mikael Lilius, Maarit Aarni-Sirviö, Tom
Johnstone.




Wärtsilä Corporation



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