Decisions of the Annual General Meeting of
Use of profits shown on the balance sheet and the return of capital
The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, that the profit for the financial year
At the time of the Annual General Meeting, the offer period of the recommended public cash tender offer for the Company (the "Tender Offer") by the consortium formed by
The authorization is valid until the beginning of the next Annual General Meeting. The Company shall publish any decisions concerning the return of capital made by the Board of Directors pursuant to the authorization separately and will in connection therewith confirm the record date and the payment date applicable to the return of capital.
Remuneration of the members of the Board of Directors
The Annual General Meeting decided, in accordance with the proposal of the Board of Directors, that the members of the Board of Directors be paid the following annual remuneration:
- Chair of the Board of Directors:
EUR 65,000 - Other members of the Board of Directors:
EUR 35,000
In addition, members of the Audit Committee and the Remuneration Committee of Board of Directors will be paid the following annual remuneration:
- Chair of the Committee:
EUR 7,500 -
Other Committee members:
EUR 5,000
Composition of the Board of Directors
The Annual General Meeting decided that the number of members of the Board of Directors shall be five (5).
Election and remuneration of the auditor
Authorizing the Board of Directors to decide to repurchase and/or to accept the Company's own shares as pledge
The Annual General Meeting authorized the Board of Directors to decide on the repurchase of the Company's own shares and/or on the acceptance as pledge of the Company's own shares as follows.
The number of own shares to be repurchased and/or accepted as pledge based on this authorization shall not exceed 3,185,000 shares in total, which corresponds to approximately 9.5 percent of all the shares in the Company. However, the Company together with its subsidiaries may not at any moment own and/or hold as pledge more than 10 percent of all the shares in the Company.
Own shares may be repurchased only using the unrestricted equity of the Company at a price formed in public trading on the date of the repurchase or otherwise at a price determined by the markets.
The Board of Directors decides on all other matters related to the repurchase and/or acceptance as pledge of own shares. Own shares may be repurchased using, inter alia, derivatives. Own shares may be repurchased otherwise than in proportion to the shareholdings of the shareholders (directed repurchase).
This authorization cancels the authorization given by the Annual General Meeting held on
Authorizing the Board of Directors to decide on the issuance of shares as well as the issuance of special rights entitling to shares
The Annual General Meeting authorized the Board of Directors to decide on the issuance of shares as well as the issuance of special rights entitling to shares referred to in chapter 10 section 1 of the Finnish Companies Act as follows.
The number of shares to be issued based on this authorization shall not exceed 3,185,000 shares, which corresponds to approximately 9.5 percent of all of the shares in the Company. The authorization covers both the issuance of new shares as well as the transfer of treasury shares held by the Company.
The Board of Directors decides on all other conditions of the issuance of shares and of special rights entitling to shares. The issuance of shares and of special rights entitling to shares may be carried out in deviation from the shareholders' pre-emptive rights (directed issue).
This authorization cancels the authorization given by the Annual General Meeting held on
Waiver of the transfer restriction regarding the remuneration of the members of the Board of Directors
The Annual General Meeting decided, in accordance with the proposal of the Board of Directors, that the transfer restriction on the Board of Directors' remuneration shares resolved at the Annual General Meeting held on
The waiver of the transfer restriction enables the members of the Board of Directors holding such remuneration shares, should they wish, to participate in the Tender Offer with such shares.
In
THE BOARD OF DIRECTORS
Additional information:
Martin Svedholm, Director,
Distribution:
Nasdaq
Principal media
www.mustigroup.com
https://news.cision.com/musti-group-oyj/r/decisions-of-the-annual-general-meeting-of-musti-group-plc,c3920066
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