2016-05-09 17:00:01 CEST

2016-05-09 17:00:01 CEST


REGULATED INFORMATION

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Tecnotree Oyj - Decisions of general meeting

Resolutions passed by the Annual General Meeting of Tecnotree Corporation; Interim CEO Padma Ravichander appointed CEO


Tecnotree Corporation
Stock Exchange Release
9 May 2016 at 6.00 p.m. EEST

The Annual General Meeting of Tecnotree Corporation held on 9 May 2016
confirmed the financial statements and the consolidated financial statements
for the financial year 2015 and discharged the Board of Directors and the CEO
from liability for the year 2015. The Annual General Meeting resolved in
accordance with the proposal of the Board of Directors that no dividend is paid
for the financial year 2015, and that the parent company’s loss for the
financial year, EUR 5,213,387.24, be remained in retained earnings. 

The Annual General Meeting confirmed that the Board of Directors will consist
of five members. Pentti Heikkinen, Matti Jaakola, Harri Koponen and Christer
Sumelius were re-elected as Board members and Pirjo Pakkanen was elected as a
new member of the Board. The Board members were elected for a period of office
expiring at the end of the first Annual General Meeting following the election. 

The Annual General Meeting resolved that the annual fee to the chairman of the
Board of Directors will be EUR 50,000, the annual fee of the vice chairman of
the Board will be EUR 30,000 and the annual fee of the members of the Board of
Directors will be EUR 23,000. In addition it was decided that a compensation of
EUR 800 for the chairman and EUR 500 for a member of the Board of Directors be
paid for attendance at Board and possible Committee meetings. 

KPMG Oy Ab, Authorised Public Accountants, will continue as the company's
auditor until the end of the following Annual General Meeting.The principal
auditor appointed by them is Mr. Toni Aaltonen, Authorized Public Accountant.
The auditor’s fees are paid according to invoice. 

The Annual General Meeting authorized the Board of Directors in accordance with
the proposal of the Board of Directors to decide to issue and/or to convey a
maximum of 100,000,000 new shares and/or the company’s own shares either
against payment or for free. 

New shares may be issued and the company’s own shares may be conveyed to the
company’s shareholders in proportion to their current shareholdings in the
company or waiving the shareholder’s pre-emption right, through a directed
share issue if the company has a weighty financial reason to do so.The Board of
Directors may also decide on a free share issue to the company itself. 

The Board of Directors is, within the limits of the authorization, authorized
to grant special rights referred to in Chapter 10, Section 1 of the Companies
Act, which carry the right to receive, against payment, new shares of the
company or the company’s own shares held by the company in such a manner that
the subscription price of the shares is paid in cash or by using the
subscriber’s receivable to set off the subscription price. The Board of
Directors shall decide on other terms and conditions related to the share
issues and granting of the special rights. The said authorisations will be
valid for one year from the decision of the Annual General Meeting. 

In the organizing meeting of the Board of Directors following the Annual
General Meeting, Harri Koponen was elected as Chairman and Pentti Heikkinen as
Vice Chairman of the Board of Directors. The Board decided to establish an
Audit Committee and a Remuneration and Nomination Committee.Pirjo Pakkanen was
elected Chairman of the Audit Committee and Pentti Heikkinen, Harri Koponen and
Matti Jaakola as members. Christer Sumelius was elected Chairman of the
Remuneration and Nomination Committee  and Harri Koponen as member. 

The Board of Directors has assessed the independence of the Board members in
compliance with the recommendations of the Finnish Corporate Governance Code.
Based on the assessment, all Board members elected are independent of the
company and its major shareholders. 

The Board of Directors has appointed Padma Ravichander CEO of the company as of
9 May 2016. She was held the position as interim CEO since 18 April 2016. 


TECNOTREE CORPORATION

Board of Directors

FURTHER INFORMATION
Tuomas Wegelius, CFO, tel. +358 400 433 228

DISTRIBUTION
NASDAQ Helsinki Oy
Main media
www.tecnotree.com

About Tecnotree
Tecnotree is a global provider of telecom IT solutions for the management of
products, customers and revenue. Tecnotree helps communications service
providers to transform their business towards a marketplace of digital
services. Tecnotree empowers service providers to monetise service bundles,
provide personalised user experiences and augment value throughout the customer
lifecycle. With around 1000 telecom experts, Tecnotree serves around 90 service
providers in around 70 countries. Tecnotree is listed on the main list of
NASDAQ Helsinki with the trading code TEM1V. For more information on Tecnotree,
please visit www.tecnotree.com.