Stock exchange release
Outokumpu - Resolutions of the Annual General Meeting 2023
Outokumpu's Annual General Meeting 2023 was held today on
The Annual General Meeting approved the financial statements and discharged the management of the company from liability for the financial year 2022. The Annual General Meeting decided that a base dividend of
Financial statements and liability
The Annual General Meeting approved the parent company's and the Group's financial statements and discharged the members of the Board of Directors and the CEO from liability for the financial year 2022.
Dividend
The Annual General Meeting decided that a base dividend of
Board of Directors
According to the proposal by the Shareholders' Nomination Board, the Annual General Meeting decided that the Board of Directors would consist of eight (8) members. The Annual General Meeting re-elected Heinz Jörg Fuhrmann, Kati ter Horst,
The Annual General Meeting decided to increase the annual remuneration of the Chairman of the Board of Directors to
The Annual General Meeting decided in accordance with the proposal by the Shareholders' Nomination Board to increase the meeting fees, which are paid also for the Board Committee meetings, to
Auditor
The Annual General Meeting elected accounting firm
Authorization to resolve on the repurchase of the company's own shares
The Annual General Meeting authorized the Board of Directors to resolve to repurchase a maximum of 45,000,000 of Outokumpu's own shares, currently representing approximately 9.85% of Outokumpu's total number of registered shares. The own shares may be repurchased pursuant to the authorization only by using unrestricted equity. The price payable for the shares shall be based on the price paid for the company's shares on the day of repurchase in public trading or otherwise at a price formed on the market.
The Board of Directors resolves on how the own shares will be repurchased. The own shares may be repurchased in deviation from the proportional shareholdings of the shareholders (directed repurchase). Shares may also be acquired outside public trading. In executing the repurchase of the company's shares, derivative, share lending, or other agreements that are customary within the framework of capital markets may take place in accordance with legislative and regulatory requirements. The repurchased own shares may be held by the company, cancelled, or transferred further. The aggregate number of the company's own shares held by Outokumpu and its subsidiaries may not, however, exceed 10% of the total number of the company's shares. The authorization will be in force until the end of the next Annual General Meeting, however expiring at the latest on
Authorization to resolve on the issuance of shares as well as special rights entitling to shares
The Annual General Meeting authorized the Board of Directors to resolve to issue a maximum of 45,000,000 shares in one or several instalments through a share issue and/or by issuing special rights entitling to shares, as specified in Chapter 10, Section 1, of the Finnish Companies Act, not however option rights to Outokumpu's management and personnel for incentive purposes. 45,000,000 shares currently represent approximately 9.85% of Outokumpu's total number of registered shares.
The Board of Directors resolves upon all other terms and conditions of the share issue and of the issue of special rights entitling to shares. The Board of Directors has the authority to resolve upon the issue of shares and special rights in deviation of the pre-emptive subscription right of the shareholders (directed issue). The authorization covers both the issuance of new shares and the transfer of treasury shares held by the company. The authorization is valid until the end of the next Annual General Meeting, however expiring at the latest on
Authorization to resolve on donations for charitable purposes
The Annual General Meeting authorized the Board of Directors to resolve on donations of up to
The minutes of the Annual General Meeting 2023
The minutes of the Annual General Meeting will be available on the company's website at www.outokumpu.com/agm2023 as from
For more information:
Investors: Linda Häkkilä, Head of Investor Relations, tel. +358 40 071 9669
Media:
Outokumpu is the global leader in stainless steel. The foundation of our business is our ability to tailor stainless steel into any form and for almost any purpose. Stainless steel is sustainable, durable and designed to last forever. Our customers use it to create civilization's basic structures and its most famous landmarks as well as products for households and various industries. Outokumpu employs approximately 8,500 professionals in close to 30 countries, with headquarters in
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