Orava Asuinkiinteistörahasto Oyj - Decisions of general meeting

DECISIONS OF THE ANNUAL GENERAL MEETING AND MEETING OF THE BOARD OF DIRECTORS OF ORAVA RESIDENTIAL REAL ESTATE INVESTMENT TRUST PLC

DECISIONS OF THE ANNUAL GENERAL MEETING AND MEETING OF THE BOARD OF DIRECTORS
OF ORAVA RESIDENTIAL REAL ESTATE INVESTMENT TRUST PLC 

Orava Residential Real Estate Investment Trust plc

Stock Exchange Release on 19 March 2015 at 6:15 p.m.



Decisions of the Annual General Meeting

The Annual General Meeting of Orava Residential Real Estate Investment Trust
plc was held in Helsinki on 19 March 2015. The Meeting approved the
consolidated financial statements and the financial statements of the parent
company and granted discharge from liability to those accountable for the
financial period 1 January 2014-31 December 2014. 

The dividends were approved in accordance with the Board of Director's
proposal. The Company will pay its distribution of profit for 2014 in
accordance with two different dividend rights. The Board of Directors was
authorised to decide on dividends per share of no more than EUR 1.20 according
to the following table. 

ISIN code    Dividend right Shares (pcs) Dividend/y(€)  Total/y(€)

FI4000068614 100%           5,984,262    1.20 (at most) 7,181,114.40



ISIN code    Dividend right Shares (pcs) Dividend/y(€)  Total/y(€)

FI4000068614 100 %          1,500,000    0.90 (at most) 1,350,000.00

as of 1 April 2015



A total of EUR 8,531,114.40, at maximum, can be paid as dividends. For each
instalment, the dividend to be paid quarterly is no more than EUR 0.30 per
share. 

The payment dates of the dividends are 31 March 2015, 30 June 2015, 30
September 2015 and 30 December 2015. The Board of Directors was authorised to
decide on the amount and payment of dividends quarterly within the above
limits, provided that the Company's solvency is not endangered due to the
distribution of dividends. 

The Annual General Meeting confirmed the remunerations to be paid to the
members of the Board of Directors as follows: chairman EUR 2,000 and members
EUR 1,200 per month, plus a meeting-specific fee of EUR 600 for the chairman
and EUR 300 for a member for attendance at meetings. 

The number of members of the Board of Directors was confirmed as six. Mikko
Larvala, Tapani Rautiainen, Veli Matti Salmenkylä, Jouni Torasvirta and Timo
Valjakka were re-elected and Patrik Hertsberg was elected as a new member of
the Board of Directors. 

PricewaterhouseCoopers Oy, Authorised Public Accountants, with Eero Suomela,
Authorised Public Accountant, as the chief auditor, were elected as the
company's auditor. 

Authorisation of the Board of Directors to decide on a share issue and the
issuance of option rights and other special rights entitling to shares 

The Annual General Meeting decided on granting a share issue authorisation and
authorisation to issue option rights and other special rights entitling to
shares to the Board of Directors so that, on the basis of the authorisation,
the Board of Directors may issue no more than 6,000,000 new shares in the
company (of which a maximum of 1,500,000 shares carry a right to dividends as
of 1 April 2015 and 4,500,000 shares carry no right to dividends during 2015).
On the basis of the authorisation, the Board of Directors may use directed
issues. Shares may be issued in deviation from shareholders' pre-emptive rights
through a directed issue if there is a weighty financial reason for it from the
point of view of the company, such as developing the company's capital
structure or financing or implementing transactions in shares in housing
companies. The subscription price of shares may be paid in cash or, instead of
cash, in its entirety or partly in subscriptions in kind. The authorisation
will valid until the next Annual General Meeting. The authorisation will repeal
the previous authorisation given on 18 March 2014. 

Amending the rules for investment operations

The Annual General Meeting decided that an addition concerning the payment of
the performance-based management fee will be made to the rules for investment
operations so that the stock exchange price of the share shall be used in the
calculation of the performance-based management fee, if the stock exchange
price of the share is lower than net assets per share. 

The amended chapter 3 of section 11 of the rules is as follows:

As a performance-based management fee, the Trust pays Orava Funds plc twenty
per cent (20%) of the Trust's annual return exceeding the hurdle rate of six
per cent (6%). The performance-based management fee is calculated on the basis
of earnings per share for the financial period and the number of shares at the
end of the financial period. Before listing, earnings per share for the
financial period are calculated on the basis of net assets per share closing
and opening the financial period and the dividends paid for the share during
the financial period. After listing, the stock exchange price of the share
shall be used in the calculation instead of net assets per share, if the stock
exchange price of the share is lower than net assets per share. The
performance-based management fee is only paid if the closing stock exchange
price for the financial period is higher than the highest dividend, issue and
split-adjusted closing stock exchange price for the previous financial periods. 



Amending the Articles of Association

The Annual General Meeting decided to amend section 1 of the Articles of
Association as follows: 

1 § Company name

The Company name is in Finnish Orava Asuntorahasto Oyj, in Swedish Orava
Bostadsfond Abp and in English Orava Residential REIT plc. 

The amendment will have a corresponding effect on section 1 of the company's
rules for investment operations after the amendment has been registered in the
Trade Register. 

Decisions of the Board of Directors

At its meeting held after the Annual General Meeting, the Board of Directors
elected amongst its members Jouni Torasvirta as the chairman and Tapani
Rautiainen as the deputy chairman of the Board of Directors. 

Based on the authorisation granted by the Annual General Meeting, the Board of
Directors decided to pay dividends of EUR 0.30 per share for a total of
5,984,262 shares. The ex-date of the dividend payment is 20 March 2015, the
record date of the dividend payment is 23 March 2015 and the dividend payment
date is 31 March 2015. 

The Board of Directors decides on the amount and payment of dividends quarterly
on its meetigs at 17 June 2015, 16 September 2015 and 16 December 2015.
Accordingly the ex-dates of dividend payments are 18 June 2015, 17 September
2015 and 17 December 2015 and the record dates of dividend payments are 22 June
2015, 18 September 2015 and 18 December 2015. 





Orava Residential Real Estate Investment Trust plc





Additional information:

Pekka Peiponen, CEO, tel. +358 (0)10 420 3104

Veli Matti Salmenkylä, CFO and administrative director, tel. +358 (0)10 420 3102