Solteq Plc: Decisions of the Annual General Meeting and Board of Directors 27.3.2019
Solteq Plc Stock Exchange Bulletin 27.3.2019 at 2:00 pm
The Annual General Meeting of Solteq Plc was held in Vantaa today. The Annual General Meeting and the Board meeting, held after the Annual General Meeting made the following decisions:
DECISIONS IN ACCORDANCE WITH THE ARTICLES OF ASSOCIATION
Solteq’s Annual General Meeting approved the financial statements for period 1.1.-31.12.2018 and discharged the CEO and the Board of Directors from liability.
The Board of Directors’ proposal to the Annual General Meeting that no dividend will be paid out was accepted.
The Annual General Meeting decided that The Board of Directors includes six (6) members. A monthly remuneration of 3.000 euros to the Chairman of the Board and 1.500 euros to the Board members, and remuneration of 500 euros per meeting will be paid to the Chairman of the Board and to each Board Member.
Aarne Aktan, Markku Pietilä, Panu Porkka, Katarina Segerståhl and Mika Uotila were elected as members of the Board of Directors.
Authorised public accountants KPMG Oy Ab was re-elected as auditor of the company.
DECISIONS IN ACCORDANCE WITH THE PROPOSALS OF THE BOARD OF DIRECTORS
The Annual General Meeting decided to amend 2 § Line of Business of Articles of Association according to the Board of Directors´proposal as follows:
2 § Line of business
The company’s line of business is to develop, sell, consult, import, produce and rent information technology services, software, and related machines as well as other business related to the aforesaid. The company can own and occupy real property, shares and securities.
The Annual General Meeting authorized the Board of Directors to decide on share issue, carried out with or without payment and on issuing share options, and other special rights referred to in Chapter 10, Section 1 of the Finnish Companies Act as follows:
The maximum total amount of shares or other rights is 3.000.000. The authorization includes the right to give new shares or convey company’s own shares. The authorization includes a right to deviate from the shareholders’ pre-emptive right of subscription if there is a significant reason in company’s opinion, e.g. to improve the capital structure, to finance and execute business acquisitions and other business improvement arrangements or to be used as a part of remuneration of personnel. The authorization includes that the Board of Directors may decide the terms and other matters concerning the share issue. The authorization is effective until the next Annual General Meeting, however, no longer than until April 30, 2020.
In addition, the Board of Directors proposes that the Board of Directors is authorized to decide on accepting the company’s own shares as pledge as follows:
The Board of Directors is authorized to decide on accepting the company’s own shares as pledge (direct) regarding business acquisitions or when executing other business arrangements. Accepting pledge may occur at once or in multiple transactions. The number of own shares to be accepted as pledge shall not exceed 2,000,000 shares. The authorization includes that the Board of Directors may decide on other terms concerning the pledge. The authorization is effective until the next Annual General Meeting, however, no longer than until April 30, 2020.
DECISIONS OF THE ORGANIZATION MEETING OF THE BOARD OF DIRECTORS
In the organization meeting, held after the Annual General Meeting, Markku Pietilä was elected as the Chairman of the Board.
In addition, the Board of Directors elected Aarne Aktan, Lotta Kopra and Markku Pietilä as the members of the Audit Committee. Aarne Aktan acts as the Chairman of the Audit Committee.
For further information, please contact:
Markku Pietilä, Chairman of the Board of Directors
Tel +358 500 4551 56
Olli Väätäinen, CEO
Tel +358 50 5578 111
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