Caverion Oyj - Decisions of general meeting

Resolutions passed at the Annual General Meeting of Caverion Corporation

Helsinki, 2015-03-16 11:20 CET (GLOBE NEWSWIRE) -- 

CAVERION CORPORATION    STOCK EXCHANGE RELEASE    MARCH 16, 2015 AT 12:20  EET


Resolutions passed at the Annual General Meeting of Caverion Corporation


Caverion Corporation's Annual General Meeting, which was held in Helsinki today
on March 16, 2015, adopted the Financial Statements for the year 2014 and
discharged the members of the Board of Directors and the President and CEO from
liability. In addition, the Annual General Meeting resolved on the payment of
dividends, the composition of the Board of Directors and their remuneration,
the election of the auditor and its remuneration as well as authorised the
Board of Directors to decide on the repurchase of the company's own shares and
share issues. 

The minutes of the Annual General Meeting will be available on the company's
website at www.caverion.com/agm by March 30, 2015 at the latest. 

Dividend payout

The Annual General Meeting approved the proposal of the Board of Directors to
pay a dividend of EUR 0.22 per share. The dividend will be paid to shareholders
who on the dividend payment record date on March 18, 2015 are recorded in the
company's shareholder register maintained by Euroclear Finland Ltd. It was
decided that the dividend will be paid on April 2, 2015. No dividend will be
paid for the treasury shares. 

Composition of the Board of Directors

The Annual General Meeting elected a Chairman, Vice Chairman and four ordinary
members to the Board of Directors. Ari Lehtoranta was elected as the Chairman
of the Board of Directors, Michael Rosenlew as the Vice Chairman and Markus
Ehrnrooth, Anna Hyvönen, Eva Lindqvist and Ari Puheloinen as members of the
Board of Directors for a term continuing until the end of the next Annual
General Meeting. 

The remuneration to be paid to the Board of Directors

The Annual General Meeting decided that the following remuneration will be paid
to the Board of Directors: 

  -- to the Chairman EUR 6,600/month (EUR 79,200/year),
  -- to the Vice Chairman EUR 5,000/month (EUR 60,000/year),
  -- to a member EUR 3,900/month (EUR 46,800/year).

In addition, a meeting fee of EUR 550 is paid for each meeting of the Board of
Directors and its committees. Possible travel expenses are reimbursed in
accordance with the tax-free reimbursement principles approved by the Tax
Administration. 

Election of the auditor and its remuneration

PricewaterhouseCoopers Oy, Authorised Public Accountants, was elected as the
company's auditor. The auditor's remuneration will be paid according to
invoices approved by Caverion. The auditor's term expires at the end of the
next Annual General Meeting. 

Repurchase of own shares

The Annual General Meeting authorised Caverion's Board of Directors to decide
on the repurchase of own shares in accordance with the proposal by the Board of
Directors. The authorisation covers the purchasing of a maximum of 12,000,000
company shares using the funds from the company's unrestricted equity. The
shares may be repurchased other than pro rata to the shareholders' existing
holdings. The shares will be purchased at the regulated market organized by
NASDAQ OMX Helsinki Ltd. The authorisation is valid for eighteen months from
the date of the resolution of the Annual General Meeting. 

Share issues

The Annual General Meeting authorised Caverion's Board of Directors to decide
on share issues in accordance with the proposal by the Board of Directors.The
authorisation may be used in full or in part by issuing a maximum of 25,000,000
Caverion shares in one or more issues. The share issues may be directed, that
is, in deviation from the shareholders' pre-emptive rights, and shares may be
issued for subscription against payment or without charge. A share issue may
also be directed to the company itself, within the limitations laid down in the
Limited Liability Companies Act. 

The share issue  authorisation also includes the authorisation to transfer own
shares. This authorisation applies to a maximum of 12,000,000 shares. The Board
of Directors was authorised to decide on the purpose and the terms and
conditions for such transfer. 

The authorisation is valid until March 31, 2016.


For additional information, please contact:

Jonne Heino, Corporate General Counsel, tel. +358 400 422 403,
jonne.heino@caverion.fi 

CAVERION CORPORATION

Distribution: NASDAQ OMX, principal media, www.caverion.com


Caverion designs, builds, operates and maintains user-friendly and
energy-efficient technical solutions for buildings and industries. Our services
are used in offices, retail properties, housing, public premises, industrial
plants and infrastructure, among other places. We aim to be a leading European
provider of advanced and sustainable life cycle solutions. Our strengths
include technological competence and comprehensive services, covering all the
technical disciplines throughout the life cycle of the property and industrial
plant. Our revenue for 2014 amounted approximately to EUR 2.4 billion. Caverion
has about 17,000 employees in 12 countries in Northern, Central and Eastern
Europe. Caverion's shares are listed on the Nasdaq Helsinki. www.caverion.com