Cencorp - Decisions of extraordinary general meeting

RESOLUTIONS OF CENCORP’S EXTRAORDINARY GENERAL MEETING

Cencorp Corporation     Stock Exchange Release  29 April 2015 at 16.30



RESOLUTIONS OF CENCORP'S EXTRAORDINARY GENERAL MEETING



The following resolutions were made at the extraordinary general meeting held
29 April 2015. 



It was resolved to amend the Article 1 in the company's Articles of Association
as follows: ”1§ The trading name and domicile of the company: The trading name
of the company is Valoe Oyj, Valoe Abp in Swedish and Valoe Corporation in
English. The company's domicile is Mikkeli.” 


The registration date of the company's new name is not yet known.  The company
will announce the registration date separately later on. 


It was resolved to amend the article 2 in the company's Articles of Association
as follows: “2§ The company's line of business: The company's line of business
is to develop, sell and manufacture industrial applications and solutions for
clean energy production. The company may also own and be in possession of real
estate property and securities.” 


It was resolved to amend the article 4 in the company's Articles of Association
as follows: ”4§ Board of Directors: The company's administration and
appropriate activity shall be attended to by a Board of Directors with at least
three and no more than seven members. The term of notice of the members of the
Board of Directors shall end with the ending of the next annual general meeting
of the company following their election. The Board of Directors shall elect a
chairman and a vice chairman among the board members. The Board of Directors
has a quorum when more than half of the members of the Board are present at a
meeting. Issues are decided by majority rule. In case of equality of votes the
chairman has a casting vote.“ 


It was resolved that the article regarding the company's financial year,
currently number 13, is changed to an article number 12 and the current article
12 saying “Removed” is totally removed from the Articles of Association. Thus,
from now on there are only 12 articles in the company's Articles of
Association. 


It was resolved that by revoking the previous authorizations the general
meeting authorizes the Board of Directors to decide on a share issue with
and/or without payment, either in one or in several occasions, including right
to resolve on option rights and other rights entitling to shares pursuant to
the Chapter 10, Section 1 of the Finnish Companies Act so that the number of
new shares issued based on the authorization or number of shares issued based
on option rights and other special rights entitling to the shares pursuant to
the Chapter 10, Section 1 of the Finnish companies Act, would equal to the
total amount of  max. 900,000,000 shares which equals to ca. 51.1 percent, at
the most, of all shares in the company including shares issued based on the
authorization and/or shares to be issued based on option rights and other
special rights entitling to shares pursuant to the Chapter 10, Section 1 of the
Finnish Companies Act. The authorization does not exclude the Board's right to
decide also on directed issue of shares or option rights and other special
rights pursuant to the Chapter 10, Section 1 of the Finnish Companies Act. It
was proposed that the authorization may be used for important arrangements from
the company's point of view e.g. to strengthen the capital structure, to
finance investments, for acquisitions and business transactions or other
business arrangements, or to expand ownership structure, or for incentive
plans, or for other purposes  resolved by the Board involving a weighty
financial reason for issuing shares or option rights or special rights
entitling to shares pursuant to the Chapter 10, Section 1 of the Finnish
Companies Act. The share issue may be executed by deviating from the
shareholders' pre-emptive subscription right provided the company has a weighty
financial reason for that. The authorization is in force until 30 June 2017. 



In Mikkeli 29 April 2015



Cencorp Corporation



Board of Directors



For more information:
Iikka Savisalo
President and CEO
Cencorp Oyj
Tel. +358 40 521 6082,
Email: iikka.savisalo@cencorp.com



Distribution:
NASDAQ OMX, Helsinki
Main media
www.cencorp.com



Cencorp Corporation specializes in the clean energy, especially in photovoltaic
solutions. Cencorp provides automated production technology for solar modules
based on the company's own technology; production lines for modules; solar
modules and special components for solar modules. Cencorp's head office is
located in Mikkeli, Finland. The company is part of the Finnish Savcor Group.