HK Ruokatalo Group Oyj STOCK EXCHANGE RELEASE 12 April 2005 at 3:20pm
HK RUOKATALO GROUPS ANNUAL GENERAL MEETING
Meeting today, HK Ruokatalo Group Oyjs Annual General Meeting adopted
the parent company and consolidated accounts and discharged the Board
of Directors and the CEO from liability for the year 2004.
The Annual General Meeting decided to declare a dividend of EUR 0.29
per share for the year 2004 in line with the Board of Directors
recommendation. The dividend will be paid to those shareholders
entitled to dividend who, at the record date of 15 April 2005, are
registered in the companys share register kept by the Finnish Central
Securities Depository. The dividend will be paid on 22 April 2005.
ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS AND THE AUDITORS
The Annual General Meeting confirmed the number of Board members at
six. Marcus H. Borgström, Markku Aalto, Kjeld Johannesen, Tiina Varho-
Lankinen and Heikki Kauppinen were re-elected to the Board of
Directors. CEO Simo Palokangas was appointed as a new member of the
Board of Directors.
Petri Palmroth MSc (Econ. & Bus. Adm.), CPA was appointed one of the
auditors for 2005. He is to replace Kauko Lehtonen who has tendered
his resignation. Authorised public accountants PricewaterhouseCoopers
Oy was reappointed as the companys auditors for 2006 with Jari
Henttula MSc (Econ. & Bus. Adm.), CPA as the principal auditor, and
Petri Palmroth CPA. Mika Kaarisalo MSc (Econ. & Bus. Adm.), CPA and
Pasi Pietarinen MSc (Econ. & Bus. Adm.), CPA were reappointed as
In the organisational meeting held after the Annual General Meeting,
the Board of Directors re-elected Marcus H. Borgström as chairman and
Markku Aalto as deputy chairman.
The Board of Directors was authorised to decide within one year of the
Annual General Meeting whether to increase the share capital through
one or more rights issues, one or more convertible bond loans and/or
options so that in a rights issue or when issuing convertible bonds or
options, a maximum of 2,000,000 of the company's new A Shares having a
nominal value of EUR 1.70 may be issued and that the company's share
capital may be raised by no more than EUR 3,400,000.
The authorisation is to allow to disapply the pre-emption rights of
existing shareholders to subscribe for new shares, convertible bond
loans and/or options and to decide the determination principles, issue
prices, the terms and conditions of subscribing for the new shares and
the terms of the convertible bond loan and/or options. The pre-emption
rights of existing shareholders may be disapplied if there exists an
important financial reason to do so, such as financing, implementing
or enabling company acquisitions or carrying out other arrangements
related to the development of the company's operations. The Board of
Directors has the right to decide whether the shares issued in a
rights issue can be subscribed for in kind or otherwise subject to
certain conditions or by using the right of set-off.
SELLING OF THE SHARES IN THE GENERAL BOOK-ENTRY ACCOUNT
The Annual General Meeting decided under Chapter 3a, Section 3a of the
Companies Act, to sell the HK Ruokatalo Group A Shares in the general
book-entry account on behalf of their owners. The sale of such shares
may take place five years after the transfer of the shares to the book-
entries system and when a maximum of one per cent of the total number
of shares in the share class are in the general account. At 31
December 2004, there were 164,845 shares, corresponding to 0.57 per
cent of all HK Ruokatalo Group A Shares, in the general account.
Furthermore, the Board of Directors was authorised to initiate the
necessary action warranted by the proposed sale.
HK Ruokatalo Group Oyj
HKScan is a Nordic meat and meals company. We employ over 7 300 professionals in striving to serve the world ìs most demanding consumers, maintaining quality throughout the full chain of operations, From Farm to Fork. HKScan produces, markets and sells high-quality, sustainably produced pork, beef, poultry and lamb products, as well as charcuterie and meals, with strong consumer brands, including HK®, Scan®, Rakvere®, Kariniemen®, Rose®, Pärsons® and Tallegg®. Our customers are the retail, food service,industrial and export sectors, and our home market comprises of Finland, Sweden, Denmark and the Baltics. We export to close to 50 countries. In 2017, HKScan had net sales of EUR 1.8 billion, making us one of Europe’s leading meat and meals companies.www.hkscan.com