Bli medlem
Bli medlem

Du är här

2015-04-09

Aspo Plc: Decisions of the Aspo Annual Shareholders' Meeting

ASPO Plc STOCK EXCHANGE RELEASE APRIL 9, 2015, at 17:00
DECISIONS OF THE ASPO ANNUAL SHAREHOLDERS' MEETING

The Annual Shareholders' Meeting of Aspo Plc on April 9, 2015, approved the
parent company's and consolidated financial statements 2014 and discharged
the members of the Board of Directors and the CEO from the liability. The
shareholders approved the payment of a dividend totalling EUR 0.40 per share.
The record date will be April 13, 2015 and the payment date will be April 20,
2015.

Board of Directors and Auditor
The meeting confirmed the number of Board members at six. Matti Arteva, Mammu
Kaario, Roberto Lencioni, Gustav Nyberg, Kristina Pentti-von Walzel and Risto
Salo were re-elected to the Board of Directors. At the Board's organizing
meeting held after the Annual Shareholders' Meeting, Gustav Nyberg was
elected to carry on as Chairman of the Board and Roberto Lencioni as
Vice-Chairman. At the meeting the Board also decided to appoint Roberto
Lencioni Chairman of the Audit Committee and Mammu Kaario and Kristina
Pentti-von Walzel as committee members.

The authorized public accounting firm Ernst&Young Oy was elected as company
auditor.

Remuneration of the members of the Board of Directors and the Audit Committee
The meeting decided to maintain the remunerations of the members of the Board
and Audit Committee unchanged. The shareholders approved that EUR 15,500 be
paid per month to the Chairman of the Board of Directors, EUR 3,600 per month
to the Vice-Chairman and EUR 2,400 per month to the other members of the
Board of Directors and EUR 700 per meeting to the members of the Audit
Committee. Board members employed by or in a service relationship with an
Aspo Group company are not paid a fee.

Authorization of the Board of Directors to decide on the acquisition of the
company's own shares
The Annual Shareholders' Meeting authorized the Board of Directors to decide
on the acquisition of no more than 500,000 of the company's own shares using
the unrestricted shareholders' equity of the company. The authorization
includes the right to accept company's own shares as a pledge.

The shares shall be acquired through public trading, for which reason the
shares are acquired otherwise than in proportion to the share ownership of
the shareholders and the consideration paid for the shares shall be the
market price of the Aspo's share at the time of repurchase. Shares may also
be acquired outside public trading for a price which at most corresponds to
the market price in public trading at the time of acquisition. The
authorization includes the Board's right to resolve on a directed repurchase
or the acceptance of shares as a pledge, if there is a compelling financial
reason for the company to do so as provided for in Chapter 15, section 6 of
the Finnish Limited Liability Companies Act. The shares shall be acquired to
be used for the financing or execution of corporate acquisitions or other
transactions, for execution of the company's share-ownership programs or for
other purposes determined by the Board.

The decision to acquire or redeem own shares or to accept them as pledge shall
not be made so that the shares of the company in the possession of, or held
as pledges by the company and its subsidiaries would exceed 10% of all
shares. The authorization will remain in force until the Annual Shareholders'
Meeting in 2016 but not more than 18 months from the approval at the
Shareholders' Meeting.

The Board of Directors shall decide on any other matters related to the
acquisition of company's own shares and/or accepting them as a pledge.

The authorization will supersede the authorization for the acquisition of
company's own shares which was granted to the Board of Directors by the
Annual Shareholders' Meeting on April 3, 2014.
Authorization of the Board of Directors to decide on a share issue of the
company's own shares

The Annual Shareholders' Meeting authorized the Board of Directors to decide
on a share issue, through one or several installments, to be executed by
conveying the company's own shares. An aggregate maximum amount of 900,000
shares may be conveyed based on the authorization. The authorization will be
used for the financing or execution of corporate acquisitions or other
transactions, for execution of the company's share-ownership program or for
other purposes determined by the Board.

The authorization includes the right of the Board of Directors to decide on
all the terms and conditions of the conveyance and thus also includes the
right to convey shares otherwise than in proportion to the share ownership of
the shareholders, in deviation from the shareholders' pre-emptive right, if a
compelling financial reason exists for the company to do so. The
authorization will remain in force until September 30, 2018.

Company's own shares may be transferred either against or without payment. The
Board of Directors shall decide on any other matters related to the share
issue.

The authorization will supersede the authorization concerning a share issue
which was granted to the Board of Directors by the Annual Shareholders'
Meeting on April 3, 2012.
Authorization of the Board of Directors to decide on a rights issue
The Annual Shareholders' Meeting authorized the Board of Directors to decide
on a rights issue for consideration. The authorization is proposed to include
the right of the Board of Directors to decide on all of the other terms and
conditions of the conveyance and thus also includes the right to decide on a
directed share issue, in deviation from the shareholders' pre-emptive right,
if a compelling financial reason exists for the company to do so. The total
number of new shares to be offered for subscription may not exceed 1,500,000.
The authorization will remain in force until September 30, 2018.

The authorization will supersede the authorization concerning a share issue
which was granted to the Board of Directors by the Annual Shareholders'
Meeting on April 3, 2012.

ASPO Plc

Aki Ojanen
CEO

For further information, please contact:
Aki Ojanen, CEO Aspo Plc, +358 9 521 4010, +358 400 106 592, e-mail aki.ojanen
(a)aspo.com.

Aspo is a conglomerate that owns and develops business operations in the
Baltic Sea region focusing on demanding B-to-B customers. Our strong company
brands - ESL Shipping, Leipurin, Telko and Kaukomarkkinat - aim to be the
market leaders in their sectors. They are responsible for their own
operations, customer relationships and the development of these. Together
they generate Aspo's goodwill. Aspo's Group structure and business operations
are continually developed without any predefined schedules.

DISTRIBUTION:
NASDAQ OMX Helsinki
Key media
www.aspo.com

---------------------------------------

This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Aspo Oyj via Globenewswire

HUG#1909669

Författare Hugin

Tala om vad ni tycker

Tala om vad ni tycker

Ni är just nu inne på en betaversion av nya aktiespararna. Lämna gärna feedback på vad ni tycker i formuläret nedan.