Efore - Decisions of general meeting

DECISIONS OF THE ANNUAL GENERAL MEETING OF EFORE PLC

Espoo, Finland, 2012-02-10 08:00 CET (GLOBE NEWSWIRE) -- EFORE PLC    Stock
Exchange Release  February 10, 2012   at 9.00 a.m. 

Efore Plc's Annual General Meeting for the financial year November 1, 2010 -
October 31, 2011 was held on February 9, 2012 in Helsinki. Ville Ranta, 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 and discharged the Board of Directors the CEO from liability for
their actions in the past financial year. 

BOARD OF DIRECTORS

The Annual General Meeting resolved on the proposal of the Board of Directors
that the annual remuneration payable to the Board members shall be as follows:
EUR 42,000 to the Chairman and EUR 21,000 to the Deputy Chairman and each of
the other members. Approximately 40 per cent of the aggregate annual
remuneration is payable in shares of the company. Payment of the annual
remuneration will be paid as a one time payment according to the average of the
closing prices of Efore shares between March 12-22, 2012. The members of the
Board of Directors shall keep the shares until the end of the term of office.
However, the obligation to keep the shares ends, in the event the Board
membership ends already before the end of the term. If the member of the Board
of Director resigns before October 31, 2012, half of the received shares shall
be returned. 

The annual remuneration is paid by the assignment of shares held by the
company, based on the authorization to issue shares decided by the Annual
General Meeting of Shareholders on 9 February 2012. In the event the assignment
of shares cannot be implemented due to reasons related to the company or a
Board member, the remuneration is paid in cash in its entirety. 

In addition, a fee of EUR 1,000 per meeting will be paid to the Chairman of the
Board and EUR 500 per meeting to the Deputy Chairman and the other members. In
addition, a fee of EUR 500 be paid to the committee members per meeting. An
additional fee of EUR 1,000 is payable for attendance at a meeting in Europe or
Asia requiring a one-way flight of at least 6 hours in duration. In addition,
travel and accommodation expenses are paid against receipt. 

The Annual General Meeting set the number of the members of the Board of
Directors to six. The following members were re-elected to the Board of
Directors: Olli Heikkilä, Richard Järvinen, Tei-Hu Liu, Marko Luoma, Ari
Siponmaa and Matti Vikkula. 

The Board of Directors will hold its organizing meeting on February 10, 2012.

AUDITOR

Authorized Accounting Firm KPMG Oy Ab was re-elected as the company's auditor.
Authorized Accounting Firm KPMG Oy Ab had informed that Authorized Public
Accountant Lasse Holopainen shall continue as the responsible auditor. 

DIVIDEND

The Annual General Meeting approved the proposal of the Board of Directors not
to distribute any dividend. 

DISTRIBUTION OF ASSETS FROM THE RESERVE FOR INVESTED UNRESTRICTED EQUITY

The Annual General Meeting approved the proposal of the Board of Directors to
distribute assets from the reserve for invested unrestricted equity in the
amount of EUR 0.05 per share. The distribution is paid to shareholders who on
the record date 14 February 2012 are on the shareholders' register of the
company maintained by Euroclear Finland Oy. The distribution is paid on
February 21, 2012. 

AUTHORIZING THE BOARD OF DIRECTORS TO RESOLVE ON THE DISTRIBUTION OF THE ASSETS
OF THE COMPANY 

The Board of Directors was authorized, in accordance with its proposal, to
resolve at its discretion on a possible distribution of assets as dividend or
assets from the reserve for invested unrestricted equity if the financial
position of the company supports that. The maximum aggregate amount of the
distribution of assets is EUR 0.05 per share. The authorization includes the
right of the Board of Directors to resolve on all other terms and conditions
relating to the distribution of assets. The authorization is valid until the
next Annual General Meeting. 

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, in one or several
instalments, on the following terms and conditions: 

Based on the authorization an aggregate maximum of 4,000,000 own shares
constituting approximately 9.4% of all the shares in the company may be
acquired by using the company's unrestricted equity. The shares may be acquired
in public trading arranged by the NASDAQ OMX Helsinki Oy at the prevailing
market price on the date of acquisition, or at the price otherwise formed on
the market. The Board of Directors shall resolve on all other terms and
conditions relating to the acquisition of the company's own shares. The
acquisition may be concluded using, inter alia, derivatives and the company's
own shares may be acquired otherwise than in proportion to the holdings of the
shareholders (directed acquisition). The authorization is valid until the next
Annual General Meeting. The authorization shall supersede the authorization
given by the Annual General Meeting on 10 February 2011 to resolve on the
acquisition of the company's own shares. 

AUTHORIZING THE BOARD OF DIRECTORS TO RESOLVE 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 17,000,000 shares. 

The Board of Directors decides on all the terms and conditions of the issuances
of shares and of options and other 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 of options and other special
rights entitling to shares referred to in chapter 10 section 1 of the Companies
Act may be carried out in deviation from the shareholders' pre-emptive rights
(directed issue). 

The authorization cancels the authorization given by the General Meeting on 10
February 10 2011 to decide on the issuance of shares as well as the issuance of
special rights entitling to shares. 

The authorization is effective until the Annual General Meeting in 2014.

EFORE PLC

Board of Directors

For further information please contact Mr. Vesa Vähämöttönen, President and
CEO, tel. +358 9 4784 6312 

DISTRIBUTION

Nasdaq OMX Helsinki Oy
Principal media

Efore Group

Efore Group is an international company which develops and produces demanding
power products. Besides Finland, the company's product development and
marketing units are located in China and Sweden. Efore's production units are
located in China and Estonia. In the fiscal year ending in October 2011, the
Group's net sales totaled EUR 88.1 million and its personnel averaged 960. The
company's share is quoted on the Nasdaq OMX Helsinki Ltd. 

www.efore.com






         Vesa Vähämöttönen, President and CEO, tel. +358 9 4784 6312