DECISIONS OF PONSSE PLC'S ANNUAL GENERAL MEETING
PONSSE PLC STOCK EXCHANGE RELEASE 17 APRIL 2012
DECISIONS OF PONSSE PLC'S ANNUAL GENERAL MEETING
Ponsse Plc’s Annual General Meeting was held in Vieremä, Finland today, 17 April 2012.
Financial statements
The AGM approved the parent company financial statements and the consolidated financial statements, and members of the Board of Directors and the President and CEO were discharged from liability for the 2011 financial period.
Dividend
The AGM decided to authorise a dividend per share of EUR 0.35 per share for 2011 (dividends totalling EUR 9,725,485). No dividend will be paid to shares owned by the company itself (212,900 shares). The dividend payment record date is 20 April 2012, and the dividends will be paid on 27 April 2012.
Board of Directors
The number of Board members was confirmed as six (6). Heikki Hortling, Mammu Kaario, Ilkka Kylävainio, Ossi Saksman, Jukka Vidgrén and Juha Vidgrén were re-elected to the Board. For more information on the Board members, please visit the Ponsse website http://www.ponsse.com/english/investors/corporate_info/board.php. The Board's period of office will last until the next AGM.
The AGM confirmed the annual remuneration payable to the Chairman of the Board as EUR 43,000, the remuneration payable to the Vice Chairman as EUR 38,000 and the remuneration payable to other members as EUR 32,000.
At a Board meeting held after the AGM, Juha Vidgrén was elected Chairman of the Board and Heikki Hortling was elected Vice Chairman.
Auditor
PricewaterhouseCoopers Oy were appointed as the company's auditors, with Sami Posti, Authorised Public Accountant, as the principal auditor.
Acquisition of treasury shares
The AGM authorised the Board of Directors to decide on the acquisition of the company's own shares so that a maximum of 250,000 shares can be acquired in one or more batches. The maximum amount corresponds to approximately 0.89 per cent of the company’s total shares and votes.
The shares will be acquired in public trading organised by NASDAQ OMX Helsinki Ltd (“the Stock Exchange”). Furthermore, they will be acquired and paid according to the rules of the Stock Exchange and Euroclear Finland Ltd.
The Board may, pursuant to the authorisation, only decide upon the acquisition of the Company's own shares using the Company’s unrestricted shareholders’ equity.
The authorisation is required for supporting the Company’s growth strategy in the Company's potential business arrangements or other arrangements. In addition, the shares can be issued to the Company’s current shareholders or used for increasing the ownership value of the Company's shareholders by invalidating shares after their acquisition, or used in personnel incentive systems. The authorisation includes the right of the Board to decide upon all other terms and conditions in the acquisition of own shares.
The authorisation is valid until the next AGM; however, no later than 30 June 2013. The previous authorisations are cancelled.
Authorisation of the Board of Directors to decide on share issues by assigning the Company's own shares or by issuing new shares
The AGM authorised the Board of Directors to decide on the issue of new shares and the assignment of treasury shares held by the company against payment or free of charge so that a maximum of 250,000 shares will be issued on the basis of the authorisation. The maximum amount corresponds to approximately 0.89 per cent of the company’s total shares and votes.
The authorisation includes the right of the Board to decide upon all other terms and conditions of the share issue. Thus, the authorisation includes a right to organise a directed issue in deviation of the shareholders' subscription rights under the provisions prescribed by law.
The authorisation is proposed for use in supporting the Company’s growth strategy in the Company's potential corporate acquisitions or other arrangements. In addition, the shares can be issued to the Company’s current shareholders, sold through public trading or used in personnel incentive systems.
The authorisation is valid until the next AGM; however, no later than 30 June 2013. The previous authorisations are cancelled.
Profit bonus to personnel
The Annual General Meeting decided that personnel employed by the Group be paid a profit bonus of no more than EUR 50 per person per month at work for 2011.
Minutes of the meeting
The minutes of the AGM will be available for inspection by shareholders at the Ponsse Plc Customer Service Centre at Ponssentie 22, Vieremä, Finland, as of 24 April 2012.
Vieremä, 17 April 2012
PONSSE PLC
Juho Nummela
President and CEO
Petri Härkönen
CFO
FURTHER INFORMATION
President and CEO Juho Nummela, tel. +358 400 495 690
CFO Petri Härkönen, tel. +358 50 409 8362
DISTRIBUTION
NASDAQ OMX Helsinki Ltd
Principal media
www.ponsse.com
Ponsse Plc is a company specialising in the sales, manufacture, servicing and technology of cut-to-length method forest machines and is driven by genuine interest in its customers and their business. Ponsse develops and manufactures sustainable and innovative harvesting solutions based on customers’ needs.
The company was established by forest machine entrepreneur Einari Vidgrén in 1970, and it has been a leader in timber harvesting solutions based on the cut-to-length method ever since. Ponsse is headquartered in Vieremä, Finland. The company’s shares are quoted on the NASDAQ OMX Nordic List.