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2010-04-26 06:42:00 CEST 2010-04-26 06:42:38 CEST REGULATED INFORMATION Biohit Oyj - Decisions of general meetingRESOLUTIONS OF THE ANNUAL GENERAL MEETING OF BIOHIT OYJBIOHIT OYJ STOCK EXCHANGE RELEASE 26 APRIL 2010 AT 07:30 PM RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF BIOHIT OYJ The Annual General Meeting (AGM) of Biohit Oyj held on Friday 23 April 2010 approved the financial statements of the Biohit Group and the parent company, and discharged the members of the Board of Directors and the president and CEO from liability for the financial year 2009. Distribution of dividends In accordance with the proposal by the Board of Directors the AGM decided that no dividends be paid for the financial year 2009, and that the parent company loss of EUR 1,017,818.21 be transferred to the retained profit and loss account. Amendments of the Articles of Association The AGM decided to do the following amendment to Article 5 of the Articles of Association: ”The administration of the company and the appropriate organisation of its operations is the responsibility of the Board of Directors consisting of five to seven ordinary members.” Additionally, the AGM decided upon the amendment of Article 10, Paragraph 1 of the Articles of Association as follows: ”The notice of General Meeting must be delivered by publishing it on the company's website and by a stock exchange release no earlier than three (3) months and no later than three (3) weeks prior to the General Meeting, however no later than nine (9) days prior to the record date for the General Meeting. In addition, the Board of Directors may decide to publish the notice, or delivery notification of the notice, in one or more national newspapers determined by the Board, or in some other manner it may decide.” Members of the Board of Directors The AGM decided that the number of members of the Board of Directors is seven (7). Furthermore, the AGM elected to the Board, until the end of the next AGM, the following members: Professor Reijo Luostarinen; Professor Mikko Salaspuro; Professor Osmo Suovaniemi; MSc (Engin.), MBA Kalle Kettunen; BSc (Econ.) Jukka Ant-Wuorinen; and MSc (Soc. Sc.) Eero Lehti; and as new member DSc (Tech.) Ainomaija Haarla, whose term in office commences when the amendment mentioned above has been entered in the Trade Register. Additionally, the AGM decided that the chairman of the Board of Directors would be paid a monthly fee of EUR 1,550 and the ordinary members would be paid a monthly fee of EUR 1,300. Auditors The AGM elected authorized public accountants Ernst & Young Oy as the company's auditors, with APA Erkka Talvinko as the head auditor, until the end of the next AGM. Authorisation of the Board of Directors to issue special rights The AGM decided to authorise the Board to issue special rights referred to in Chapter 10, section 1 of the Limited Liability Companies Act entitling the receipt of new Series B shares of the company against payment so that the subscription price is paid by using the receivables (convertible bond) held by the subscriber to offset the subscription price. The maximum number of new shares to be issued pursuant to the special rights is 900,000. The authorisation includes the Board of Directors' entitlement to decide on all terms and conditions regarding the issue of special rights. The authorisation remains valid for five years from the resolution of the GM. All decisions of the AGM were made unanimously. The minutes of the AGM are available for review by shareholders by 29 April 2010 at the company's website www.biohit.com/investors and the corporate headquarters of Biohit; address Laippatie 1, 00880 Helsinki. Board of Directors of Biohit Oyj Further information: Jussi Heiniö VP, Administration and Legal Affairs Tel: +358-9-7738 61223 Email: jussi.heinio@biohit.com Distribution: NASDAQ OMX Helsinki Oy Central storage facility (www.oam.fi) Press www.biohit.com About Biohit Oyj Established in 1988, Biohit Oyj is a Finnish biotechnology company, acting on the global market. Biohit's operations are based on a goal-oriented and long-term innovation and patenting strategy. Biohit works with scientific communities to produce new technologies, products and services based on research results and innovations that can be used to develop safe and cost-effective liquid handling solutions for laboratory work as well as diagnostic tests for the early detection and prevention of diseases of the gastrointestinal tract. Biohit has two business segments: liquid handling and diagnostics. Liquid handling products include electronic and mechanical pipettes, disposable tips as well as pipette maintenance and calibration services for research institutions, healthcare and industrial laboratories. The diagnostics business comprises products and analysis systems for the early diagnosis of gastrointestinal diseases, such as the blood-sample based GastroPanel examinations for the diagnosis of stomach illnesses and associated risks, quick tests for the diagnosis of lactose intolerance and H. pylori infection in connection with gastroscopy, and the ColonView examination for the early detection of intestinal bleeding that indicates a risk of colorectal cancer. The Acetium innovation reduces carcinogenic acetaldehyde in anacidic stomachs. The Biohit Group employs around 370 people. The company is headquartered in Helsinki, Finland, and has subsidiaries in France, Germany, the UK, Russia, India, China, Japan and the USA, as well as a representative office in Singapore. Additionally, Biohit's products are sold by approximately 450 distributors in 70 countries. Biohit's series B share (BIOBV) is quoted on NASDAQ OMX Helsinki, Small cap/Healthcare since 1999. Read more at www.biohit.com |
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