DECISIONS OF KYRO'S ANNUAL GENERAL MEETING ON 16 MARCH, 2006
KYRO CORPORATION STOCK EXCHANGE RELEASE 16 March 2006 6.00 pm
DECISIONS OF KYRO'S ANNUAL GENERAL MEETING ON 16 MARCH, 2006
The Annual General Meeting of Kyro Corporation held on 16 March, 2006 decided on
matters pertaining to the Annual General Meeting under article 14 of the Articles
of Association. The meeting approved the financial statements for 2005 and
released the Board of Directors and the President from liability for the fiscal
year.
The Annual General Meeting decided to change the article five (5) of the tenable
Articles of Association so that the number of Board Members will be a minimum of
five (5) and a maximum of nine (9), and the term of office will be one year so
that the term of office expires at the end of the next Annual General Meeting.
The Annual General Meeting carried the Board of Directors' proposal to pay a
dividend of EUR 0.08 per share and a supplementary dividend of 0.09 euros per
share, totalling EUR 13.4 million. The dividend will be paid to shareholders who
are registered on 21 March, 2005 in the company's shareholder register maintained
by the Central Securities Deposity Ltd. The dividend will be paid on 28 March,
2006.
As the auditor of Kyro Corporation was elected KPMG Oy Ab, as the responsible
auditor, Authorised Public Accountant Sixten Nyman.
The Annual General Meeting authorised the Board of Directors to acquire the
company's own shares for the purpose of using them as consideration in possible
acquisitions, to finance investments, or in other industrial arrangements, or to
be conveyed in other ways, or to be invalidated.
According to the authorisation the Board of Directors may acquire the company's
own shares using assets available for distribution of profits, provided that the
combined nominal value of the acquired shares together with any shares already in
the possession of the company corresponds to a maximum of 5 per cent of the
company's total share capital at the moment of acquisition. According to the
authorisation the Board of Directors may decide on the manner and scope of the
acquisition of the company's own shares.
The company's own shares may be acquired in accordance with a decision of the
Board of Directors either through a purchase offer made to all shareholders on
equal terms in proportion to their shareholdings and at the same price determined
by the Board of Directors, or through public trading on the Helsinki Exchanges at
the market price of the shares at the time of the acquisition.
The Annual General Meeting authorised the Board of Directors to decide on the
conveyance of the company's own shares. The own shares may be used as
consideration in possible business acquisitions, to finance investments and in
other industrial
arrangements in a way and scope determined by the Board of Directors. The own
shares may also be conveyed through public trading on the Helsinki Exchanges.
The shares may be conveyed at least at the market value of the shares at the time
of conveyance. The shares may also be conveyed against other compensation than
money.
The authorisation to acquire and convey the company's own shares is valid for a
period of one year beginning from the decision of the Annual General Meeting on
16 March, 2006.
Carl-Johan Numelin was elected in the meeting of the Board of Directors as
Chairman of the Board of Directors and Christer Sumelius as Vice Chairman. Claus
von Bonsdorff M.Sc. (Tech.) and M.Sc. (Econ.), Jan Hasselblatt M.Sc. (Econ.) and
Andreas Tallberg M.Sc. (Econ.) were elected as new members of the Board of
Directors.
The members of the Board of the Directors are as of 16 March, 2006 Claus von
Bonsdorff, Klaus Cawén, Lars Hammarén, Jan Hasselblatt, Heikki Mairinoja, Carl-
Johan Rosenbröijer, Christer Sumelius and Andreas Tallberg.
Heikki Mairinoja, Carl-Johan Numelin (chairman) and Carl-Johan Rosenbröijer were
elected as the members of the Audit Committee. Klaus Cawén, Carl-Johan Numelin
(chairman), Christer Sumelius and Andreas Tallberg were elected as the members of
the
Remuneration Committee.
Futher Information Kyro Corporation, IR & Communications Manager Emmi Watkins,
& IR tel. +358 400 903 260 /email emmi.watkins@kyro.fi.
Distribution: Helsinki Stock Exchange
Main Media
