Olvi Oyj - Decisions of general meeting

RESOLUTIONS OF OLVI PLC’S ANNUAL GENERAL MEETING

Iisalmi, 2013-04-10 13:31 CEST (GLOBE NEWSWIRE) -- OLVI PLC              STOCK
EXCHANGE RELEASE 10 APRIL 2013 

RESOLUTIONS OF OLVI PLC'S ANNUAL GENERAL MEETING

The Annual General Meeting of 10 April 2013 adopted the Financial Statements
for the year 2012 and granted discharge from liability to the members of the
Board of Directors and Managing Director for the fiscal year that ended on 31
December 2012. 

DISTRIBUTION OF DIVIDENDS

In accordance with the Board's proposal, the Annual General Meeting decided
that a dividend of 0.50 euro be paid on each A and K share for the fiscal year
2012. The dividend according to the resolution accounts for 41.0 (76.9) percent
of the Olvi Group's consolidated earnings per share. 

The record date for the distribution of dividends is 15 April 2013 while the
dividends will be paid out on 22 April 2013. 

ELECTIONS AND REMUNERATIONS

The AGM decided that the Board of Director will have five member. The current
Board members Jaakko Autere, Heikki Hortling, Esa Lager, Tarja Pääkkönen and
Heikki Sinnemaa were re-elected. The AGM decided on the following monthly
remunerations payable to the Board members: Board Chairman 5,000 euro, Vice
Chairman 2,500 euro as well as Members 2,000 euro. Moreover, the AGM decided to
pay the Board Chairman a fee of 950 euro and the other Board Members 650 euro
for each meeting. 

The AGM continued the appointment of PricewaterhouseCoopers Oy, Authorised
Public Accountants, as the company's auditor, with Mr. Sami Posti, APA as the
responsible auditor. According to the resolution, the Auditor's compensation
will be paid against a reasonable invoice presented to the company. 

AUTHORISATION OF THE BOARD OF DIRECTORS TO DECIDE ON THE REPURCHASE ON THE
COMPANY'S OWN SHARES 

In line with Board's proposal, the AGM decided to authorise the Board to decide
on the repurchase of the company's own shares. Based on this authorisation, the
Board is entitled to repurchase the maximum of 500,000 Series A shares of the
company. 

Using the company's distributable funds, the shares will be repurchased in
public trading organised by NASDAQ OMX Helsinki Oy at the current market price
quoted at the time of the acquisition and not in proportion to the existing
shareholders' current holdings. The shares are repurchased for the financing or
implementation of eventual corporate acquisitions or other arrangements, for
the implementation of the company's incentive schemes or other purposes decided
by the Board. 

The Board will make the decisions on other issues related to the reacquisition
of the company's own shares. 

The repurchase authorisation will remain in force until the end of the AGM of
2014 but no longer than for 18 months from the resolution of the AGM. 

AUTHORISATION OF THE BOARD OF DIRECTORS TO DECIDE ON A SHARES ISSUE

In line with the proposal of the Board of Directors, the AGM decided to
authorise the Board to decide on the issue of the maximum of 1,000,000 new
Series A shares as well as on the transfer of the maximum of 500,000 Series A
shares held by the company. 

The new shares can be issued and the treasury shares can be transferred in one
or several lots either against or without consideration. The new shares can be
issued or the treasury shares can be transferred to the company shareholders in
the proportion of their existing shareholdings, or as an exception to the
shareholder's priority rule, through a directed issue for a weighty financial
reason such as the financing or implementation of corporate acquisitions or
arrangements, development of the company's equity structure, improving the
liquidity of the shares or implementing the company's incentive schemes. 

The Board will decide on other aspects related to the shares issues.

The authorisation will remain in force until the end of the Annual General
Meeting of 2014 but no longer than for 18 months from the resolution of the
AGM. 

ORGANISATION OF THE BOARD OF DIRECTORS

In the organisation meeting convened after the AGM, the Board elected Mr.
Heikki Hortling as the Chairman and Mr. Esa Lager as the Vice Chairman. 

Lasse Aho
Managing Director

Tel. +358 17 838 5200

For further information, please contact:
Heikki Hortling
Board Chairman
Tel. +358 17 838 5500

Mikko Paananen
Director, Business Steering & Legal Affairs
Tel. +358 17 838 5205, +358 400 817 036

DISTRIBUTION:

NASDAQ OMX Helsinki Oy
Main media
www.olvi.fi