Restamax Oyj - Decisions of general meeting

Restamax Plc: DECISIONS OF RESTAMAX PLC'S ANNUAL GENERAL MEETING

Restamax Plc

STOCK EXCHANGE RELEASE 26 APRIL 2017 at 17.00

DECISIONS OF RESTAMAX PLC'S ANNUAL GENERAL MEETING

Restamax Plc's Annual General Meeting was held today 26 April 2017 in Tampere.
The meeting confirmed the 2016 financial statements and discharged the Company's
management from liability. The meeting decided that, based on the balance sheet
confirmed for the financial period that ended on 31 December 2016, a dividend of
EUR 0.30 per share will be paid. The dividend will be paid on 10 May 2017. The
Annual General Meeting decided that the Board of Directors will comprise six (6)
members and elected Deloitte & Touche Oy as the Company's auditor.

The meeting was opened by Chairman of the Board Timo Laine, lawyer Heli Piksilä-
Rantanen chaired the meeting, and lawyer Hannu Selin acted as Secretary.

DECISIONS OF THE GENERAL MEETING

Financial statements

The meeting adopted Restamax Plc's financial statements and discharged the
members of the Board of Directors and the CEO from liability for the 2016
financial period.

Dividend

The Board of Directors decided that, based on the balance sheet adopted for the
financial period that ended on 31 December 2016, a dividend of EUR 0.30 per
share will be paid. The dividend record date is 28 April 2017, and the dividend
payment date is 10 May 2017.

Board of Directors

The meeting decided that the number of members of the Board of Directors will be
six (6). As members of the Board, the meeting re-elected all present members of
the Board, Timo Laine, Petri Olkinuora, Mikko Aartio, Jarmo Viitala, Mika Niemi
and Timo Everi, to serve until the end of the next Annual General Meeting. The
meeting elected Timo Laine as Chairman of the Board and Petri Olkinuora as Vice-
Chairman.

The Annual General Meeting decided that the payment of remuneration and travel
expense reimbursements to the members of the Board of Directors would be as
follows until the following Annual General Meeting: annual remuneration to the
Chairman of the Board will be EUR 25,000, to the Vice-Chairman EUR 20,000 and to
other members EUR 10,000. Separate attendance allowances are not paid. Travel
expenses will be reimbursed in accordance with the Company's travel rules.

Auditor

The Annual General Meeting reselected as auditor Deloitte & Touche Oy, a firm of
authorised public accountants, until the end of the next Annual General Meeting.
Hannu Mattila, APA, will act as the Company's responsible auditor. In accordance
with the Board's proposal, the meeting decided that the auditor's remuneration
will be paid based on a reasonable invoice approved by the Company.

Authorisation to purchase the Company's own shares

The Annual General Meeting decided to authorise the Board to decide on using the
Company's unrestricted equity to purchase no more than 800,000 of the Company's
own shares in one or several tranches, taking into account the stipulations of
the Limited Liability Companies Act regarding the maximum number of shares in
possession of the Company and under the following terms:

The Company's own shares shall be purchased with the funds from the Company's
unrestricted equity, decreasing the distributable profits of the Company. The
shares shall be purchased in trading on the regulated market in the Helsinki
Stock Exchange, and therefore the purchase takes place by private placing and
not in relation to the shares owned by the shareholders. The sum paid for the
shares is the price announced on the acquisition day for Restamax Plc's shares
on the regulated market on the stock list of Helsinki Stock Exchange. The shares
are purchased in trading organised by Nasdaq Helsinki Oy in accordance with its
rules and regulations. The shares can be purchased for financing or carrying out
possible corporate acquisitions or other arrangements, to implement incentive
schemes within the Company, or for other purposes decided by the Board. The
maximum amount of the shares to be purchased is equivalent to approximately 4.8
per cent of all the shares and votes of the Company calculated using the share
count on the publication date of the invitation to the Annual General Meeting,
so the purchase of the shares does not have a significant influence on the share
ownership and the distribution of voting rights in the Company.

The Board of Directors shall decide on other matters related to the purchase of
the Company's own shares.

The authorisation will expire at the end of the 2018 Annual General Meeting,
however no later than 18 months of the Annual General Meeting's authorisation
decision.

Authorisation to decide on share issue

The meeting decided, as proposed by the Board of Directors, to authorise the
Board of Directors to decide on a share issue under the following terms:

With this authorisation, the Board may decide to issue a maximum of 1,500,000
new shares, and to transfer no more than 800,000 of the Company's own shares
held by the Company ("Share Issue Authorisation").

The new shares can be issued and the Company's own shares held by it can be
assigned in one or more instalments, either with or without payment. The new
shares can be issued and the Company's own shares held by it can be assigned to
Company shareholders in proportion to the Company shares that they already own
or, deviating from the shareholders' pre-emptive right, in a special share issue
if, from the Company's perspective, there is a justified financial reason for
it, such as the financing or implementation of corporate acquisitions or other
arrangements, development of the Company's equity structure, improvement of
share liquidity or the implementation of Company incentives schemes. The issue
of new shares or transfer of the Company's own shares held by the Company can
also take place against apport property or by using a claim for the Company held
by the subscriber to redeem the amount to be paid for the issue price or the
price to be paid for the shares. A special issue may only be arranged without
payment if a justified financial reason exists in terms of the overall benefit
of the Company and all of its shareholders.

The Board of Directors was authorised to decide on other matters related to
share issues.

The Share Issue Authorisation will expire at the end of the Annual General
Meeting of 2018, however no later than 18 months from  the Annual General
Meeting's Share Issue Authorisation decision.

Minutes of the Annual General Meeting

The minutes of the Annual General Meeting are available to shareholders at the
Restamax Plc head office and on the Company's website at
www.restamax.fi/en/investors/general-meeting/annual-general-meeting-2017 on 10
May 2017 or sooner.

Additional information:
Chairman of the Board of Directors Timo Laine, Restamax Plc, tel.
+358 400 626 064
CEO Markku Virtanen, Restamax Plc, tel. +358 400 836 477

Distribution:
NASDAQ OMX Helsinki
Major media
www.restamax.fi

Restamax Plc is a Finnish restaurant business and labour hire services group
established in 1996. The company, which listed on NASDAQ OMX Helsinki in 2013
and became the first Finnish listed restaurant company, has continued to grow
strongly throughout its history. The Group companies include some 120
restaurants, nightclubs and entertainment centres all over Finland. Well-known
restaurant concepts of the Group include Stefan's Steakhouse, Viihdemaailma
Ilona, Classic American Diner and Colorado Bar & Grill. In 2016, Restamax Plc's
turnover was MEUR 130.1 and EBITDA MEUR 19.4. Depending on the season, some
1,100 persons converted into full-time employees work at the Group. The
workforce of Restamax subsidiary Smile Henkilöstöpalvelut Oy is about 4,500.

Restamax company website: www.restamax.fi, Restamax consumer website:
www.ravintola.fi, Smile Henkilöstöpalvelut: www.smilepalvelut.fi 

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