The Annual General Meeting, held on February 7, 2013 decided, according to the Board of Directors proposal for the following authorizations:
AUTHORIZING THE BOARD OF DIRECTORS TO RESOLVE ON DISTRIBUTION OF ASSETS
The Board of Directors was authorized, in accordance with its proposal, to resolve at its discretion on a possible distribution of assets to the shareholders, either as a payment of dividend from profits or as a distribution of assets from the reserve for invested unrestricted equity, if supported by the financial position of the company. 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 beginning of 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. Shares in the company may be acquired only 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 ofDirectors shall resolve the manner in which own shares are acquired. Theacquisition may be made using, inter alia, derivatives. Shares may be acquired otherwise than in proportion to the holdings of the shareholders (directed acquisition).
The authorization is valid until June 30, 2014. The authorization shall supersede the authorization given by the Annual General Meeting on February 9, 2012 to resolve on the acquisition of the company's own shares.
AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE 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 8,500,000 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 February 9, 2012 to decide on the issuance of shares as well as the issuance of special rights entitling to shares.
The authorization is valid until June 30, 2014.
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