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2009-03-27 16:00:00 CET 2009-03-27 16:00:06 CET REGULATED INFORMATION Pohjola Pankki Oyj - Decisions of general meetingDecisions by Pohjola Bank plc's Annual General MeetingPohjola Bank plc Company Release Release category: Decisions by the Annual General Meeting 27 March 2009 at 5.00 pm Decisions by Pohjola Bank plc's Annual General Meeting Pohjola Bank plc's Annual General Meeting (AGM) of 27 March 2009 adopted the Financial Statements for 2008, discharged members of the Board of Directors and the President and CEO from liability and decided to distribute a dividend of EUR 0.23 per Series A share and EUR 0.20 per Series K share. The AGM confirmed the number of members of the Board of Directors at eight and approved the Board's revised proposal to authorise the Company's Board of Directors to decide on a share issue. AGM DECISIONS 1. Adoption of the Financial Statements The AGM adopted the Parent Company Income Statement and Balance Sheet for 2008 and the Consolidated Income Statement and Balance Sheet for 2008. 2. Dividend distribution The AGM decided to distribute a dividend of EUR 0.23 per Series A share and EUR 0.20 per Series K shares. The dividend record date is 1 April 2009 and the payment date 9 April 2009. 3. Discharge from liability The AGM discharged the members of the Board of Directors and the President and CEO from liability for the financial year 2008. 4. Board of Directors The AGM confirmed the number of Board members at eight. The AGM elected the following members to the Board of Directors until the closing of the next AGM: Merja Auvinen, Managing Director; Jukka Hienonen, President and CEO; Simo Kauppi, Deputy Managing Director; Satu Lähteenmäki, Professor; Markku Vesterinen, President and CEO; and Tom von Weymarn. Jukka Hienonen is a new Board member. In addition to the abovementioned Board members, Reijo Karhinen, Chairman of the Executive Board of OP-Pohjola Group Central Cooperative, the parent institution, acts as the Chairman of the Board of Directors and Tony Vepsäläinen, President of OP-Pohjola Group Central Cooperative and Vice Chairman of the Executive Board of OP-Pohjola Group Central Cooperative, as Vice Chairman, in accordance with the Articles of Association. The monthly Board emoluments approved by the AGM are as follows: Chairman EUR 7,000, Vice Chairman EUR 5,000 and other members EUR 4,000. In addition, all Board members receive an attendance allowance of EUR 500 per meeting. The emoluments are equivalent to those decided by the AGM in 2008. 5. Auditor KPMG Oy Ab, Authorised Public Accountants, with Sixten Nyman, Authorised Public Accountant, (as reported by KPMG) acting as the chief auditor, was elected the Company's auditor. The AGM decided that the auditor's remuneration be based on a reasonable invoiced amount. 6. Authorisation given to the Board of Directors to decide on a share issue As proposed by the Board of Directors, the AGM decided to authorise the Board of Directors to decide on a share issue. At its meeting held in the morning of 27 March 2009, the Board of Directors revised its authorisation proposal to the AGM, as follows: the authorisation will include only one rights offering and the total number of Series A shares offered for subscription may not exceed 117,700,000 and that of Series K shares offered for subscription may not exceed 32,300,000. Pohjola Bank plc Markku Koponen Senior Vice President FOR FURTHER INFORMATION, PLEASE CONTACT: Mikael Silvennoinen, President and CEO, tel. +358 (0)10 252 2549 Markku Koponen, Senior Vice President (Corporate Communications), tel. +358 (0)10 252 2648 Distribution NASDAQ OMX Helsinki London Stock Exchange SWX Swiss Exchange Major media op.fi and pohjola.fi |
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