Efore - Decisions of general meeting

Decisions of the Annual General Meeting of Efore Plc

Espoo, Finland, 2016-03-30 11:20 CEST (GLOBE NEWSWIRE) -- EFORE PLC  Stock
Exchange Release    March 30, 2016        at 12.20 p.m. 


The Annual General Meeting of Efore Plc was held on 30 March 2016 in Espoo.
Timo Lappi, LLM, served as the Chairman of the Annual General Meeting. The
Annual General Meeting adopted the financial statements of Efore Group and
Efore Plc for the financial year 1 January 2015 - 31 December 2015 and
discharged the Board of Directors and the CEOs from liability for their actions
in the past financial year. 

DIVIDEND

The Annual General Meeting approved the proposal of the Board of Directors not
to distribute any dividend for the financial period that ended on 31 December
2015. 

BOARD OF DIRECTORS

The Annual General Meeting resolved on the proposal of the Compensation
Committee of the Board of Directors that the following monthly remuneration be
paid to the members of the Board of Directors: 

Chairman of the Board of Directors            3,500 euro per month
Other members of the Board of Directors       1,750 euro per month

Travel and accommodation expenses are payable against receipt.

In accordance with the proposal of shareholders representing more than 30 % of
the votes in the company, the Annual General Meeting set the number of the
members of the Board of Directors at six. Olli Heikkilä, Päivi Marttila, Marjo
Miettinen, Jarmo Simola and Jarkko Takanen were re-elected as members of the
Board of Directors and Antti Sivula was elected as a new member of the Board of
Directors for a period ending at the end of the Annual General Meeting 2017. 

AUDITOR

Authorized Public Accountants KPMG Oy Ab was re-elected as the company's
auditor. Henrik Holmbom will act as the responsible auditor. 

AUTHORIZING THE BOARD OF DIRECTORS TO RESOLVE ON THE ACQUISITION OF THE
COMPANY'S OWN SHARES 

The Board of Directors was authorized, in accordance with its proposal, to
resolve on the acquisition of the company's own shares or their acceptance as
pledge, in one or several instalments, on the following terms and conditions: 

Based on the authorization an aggregate maximum of 4,000,000 own shares
corresponding to approximately 7.2 % of all the shares in the company may be
acquired. Shares in the company may be acquired only by using the company's
unrestricted equity. The shares may be acquired in public trading arranged by
the NASDAQ Helsinki Oy at the prevailing market price on the date of
acquisition, or at a price otherwise formed on the market. The Board of
Directors resolves the manner in which own shares are acquired or accepted as a
pledge. The acquisition may be made using, inter alia, derivatives. Shares may
be acquired otherwise than in proportion to the holdings of the shareholders
(directed acquisition). 

The authorization cancels the authorization given by the Annual General Meeting
on 31 March 2015 to resolve on the acquisition of the company's own shares. 

The authorization is valid until 30 June 2017.

AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE ISSUE OF SHARES AS WELL AS
THE ISSUE OF OPTIONS AND OTHER SPECIAL RIGHTS ENTITLING TO SHARES 

The Board of Directors was authorized, in accordance with its proposal, to, in
one or more transactions, decide on the issuance of shares and the issuance of
options and other special rights entitling to shares referred to in chapter 10
section 1 of the Companies Act as follows: 

The number of shares to be issued based on the authorization may in total
amount to a maximum of 5,000,000 shares, corresponding to approximately 9.0 %
of all the shares in the company. 

The Board of Directors decides on all the terms and conditions of the issuances
of shares and special rights entitling to shares. The authorization concerns
both the issuance of new shares as well as the transfer of treasury shares. The
issuance of shares and special rights entitling to shares may be carried out in
deviation from the shareholders' pre-emptive rights (directed issue). 

The authorization cancels the authorization given by the Annual General Meeting
on 31 March 2015 to decide on the issuance of shares and special rights
entitling to shares. 

The authorization is valid until 30 June 2017.

EFORE PLC

Board of Directors

For further information please contact Mr, Heikki Viika, President and CEO, tel
+358 9 4784 6312 

DISTRIBUTION

Nasdaq Helsinki Ltd
Principal media


Efore Group

Efore Group is an international company which develops and produces demanding
power products. Efore's head office is based in Finland and its production
units are located in China and Tunisia. Sales and marketing operations are
located in Europe, United States and China. In the fiscal year ending in
December 2015, consolidated net sales totalled EUR 89,9 million and the Group's
personnel averaged 887 . The company's share is quoted on the Nasdaq OMX
Helsinki Ltd. www.efore.com