ANNUAL GENERAL MEETING OF SHAREHOLDERS 2005
Fiskars Corporation STOCK EXCHANGE RELEASE
March 23, 2005 at 5.00 p.m.
ANNUAL GENERAL MEETING OF SHAREHOLDERS 2005
The Annual General Meeting of shareholders approved the financial statements for
2004 on March 23, 2005. The members of the Board and the President were
discharged from liability for the financial year 2004. It was decided to pay a
dividend of 0.30 euro per share for A-shares and 0.28 euro per share for K-
shares. The dividend will be paid on April 6, 2005.
It was decided that the number of Board members be seven. Mr. Göran J. Ehrnrooth,
Mr. Mikael von Frenckell, Mr. Gustaf Gripenberg, Mr. Olli Riikkala, Mr. Paul
Ehrnrooth and Ms. Ilona Ervasti-Vaintola were re-elected. Mr. Alexander Ehrnrooth
was elected as a new member. The term of the Board members will expire at the end
of the Annual General Meeting in 2006.
KPMG Oy Ab was elected auditor.
The Annual General Meeting decided to authorize the Board of Directors to acquire
at the Helsinki Exchanges, within the period of one year from March 23, 2005, a
maximum of 2,619,712 of the company's own shares of series A and a maximum of
1,127,865 of series K in a proportion deviating from the shareholders' existing
proportionate holdings at share prices quoted on the Helsinki Exchanges at the
time of such acquisition.
The Annual General Meeting decided to authorize the Board of Directors to decide
within the period of one year from March 23, 2005 to sell a maximum of 2,747,224
Fiskars shares of series A and a maximum of 1,128,285 Fiskars shares of series K
acquired pursuant to the Board's authorization.
The Annual General Meeting also decided to amend the last two paragraphs of
Article 6 in the Articles of the Association as follows:
"The Board of Directors elects its Chairman from among its members.
The Board of Directors constitutes a quorum when more than one half of the
members, including its Chairman, are present."
Convening after the Annual General Meeting, the Board elected Göran J. Ehrnrooth
its chairman and Mikael von Frenckell deputy chairman. The Board appointed Gustaf
Gripenberg chairman of the Audit Committee and its other members Paul Ehrnrooth
and Ilona Ervasti-Vaintola. The Board appointed Göran J. Ehrnrooth chairman of
the Compensation Committee and its other members Mikael von Frenckell and Olli
Riikkala. Due to the shareholder structure of the corporation the Board decided
not to appoint a Nomination Committee.
Fiskars Corporation will publish the Interim Report January to March, on May 11,
2005.
Heikki Allonen
President and CEO