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2007-03-23 08:25:55 CET 2007-03-23 08:25:55 CET REGULATED INFORMATION Ixonos - Decisions of general meetingIXONOS PLC STOCK EXCHANGE RELEASE 23 MARCH 2007IXONOS PLC STOCK EXCHANGE RELEASE 23 MARCH 2007 ANNUAL GENERAL MEETING OF IXONOS PLC The Annual General Meeting of Ixonos Plc held on 22 March 2007 adopted the company's and Ixonos Group's financial statement for the financial period 1 January-31 December 2006 and granted discharge from liability to the members of the Board of Directors and the President. Payment of dividend The Annual General Meeting decided to distribute as dividend EUR 0,27 per share. The dividend will be paid on 4 April 2007 to the shares that are registered on the balance day 27 March 2007 on the company's shareholders list maintained by Finnish Central Securities Depositary Ltd. The composition of the Board of Directors The Annual General Meeting confirmed the number of Board members to be 6. The Annual General Meeting re-elected Eero Hurme, Seppo Jaatinen, Matti Järvinen, Tero Laaksonen, Matti Makkonen and Esko Siik as members of the Board. At its meeting right after the Annual General Meeting, the Board of Directors elected Tero Laaksonen Chairman of the Board and Eero Hurme Deputy Chairman of the Board. Representatives of the shareholders in the Nomination Committee The Annual General Meeting elected Peter Ramsay and Jari Kivihuhta as the shareholders' members of the Nomination Committee. The Annual General Meeting unanimously approved the following proposals by the Board of Directors: - The authorization of the Board of Directors to decide on a share issue The General Meeting authorized the Board to decide on the issue of no more than 1,500,000 shares through a share issue on one or more occasions. The Board may decide to issue new shares or own shares held by the company. The maximum number of shares included in the authorization accounts for approximately 20.2 per cent of the company's registered shares. The authorization can be used to finance or implement any corporate acquisitions or other arrangements, or for other purposes decided by the Board. The authorization includes the right of the Board to decide on all terms and conditions on the share issue, including the recipients of shares and the compensation to be paid. Thus, the authorization includes the right to issue shares through private offering, i.e. to deviate from the shareholders' pre-emptive right as determined by the law. The authorization is effective until the next Annual General Meeting, expiring on 30 June 2008 at the latest. - The authorization of the Board of Directors to acquire the company's own shares The Annual General Meeting authorized the Board to decide on the acquisition of no more than 742.370 of the company's own shares, provided that the company and its subsidiaries at no time hold more than 10 per cent of the company's registered shares. Own shares can be acquired to develop the company's capital structure, to finance acquisition or other corporate structuring or to be conveyed or cancelled. The minimum purchasing price of the shares to be acquired is the lowest market price noted in the public trading during the authorization period, and the maximum purchasing price is the highest price noted in the public trading during the authorization period. The Board of Directors will decide on the means of acquisition and other terms and conditions. The acquisition may deviate from the shareholders' pre-emptive rights to acquire the Company's shares (directed acquisition), provided that weighty financial grounds exist. Under this authorization, own shares may only be acquired using non-tied equity. Thus, the share acquisition reduces the company's distributable non-tied equity. The authorization is effective until the next Annual General Meeting, expiring on 30 June 2008 at the latest. ADDITIONAL INFORMATION: Ixonos Plc President and CEO, Kari Happonen phone +358 424 2231, mobile phone +358 400 700 761. kari.happonen@ixonos.com DISTRIBUTION: Helsinki Stock Exchange Main media |
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