RESOLUTIONS PASSED AT SRV GROUP PLC'S ANNUAL GENERAL MEETING
SRV GROUP PLC STOCK EXCHANGE RELEASE 15 APRIL 2008 AT 09.00 A.M. EET
RESOLUTIONS PASSED AT SRV GROUP PLC'S ANNUAL GENERAL MEETING
SRV Group PLc's Annual General Meeting was held on 14 April 2008 in Helsinki.
The meeting adopted the 2007 financial statements and discharged the Board of
Directors and CEO from liability for the financial period 1 January - 31
December 2007.
It was decided that a dividend of EUR 0.12 per share will be paid as proposed by
the Board of Directors. The record date of the dividend is 17 April 2008 and
the date of payment of dividend is 24 April 2008.
The number of members of the Board of Directors was confirmed to be five (5).
Ilpo Kokkila, Jukka Hienonen, Lasse Kurkilahti, Matti Mustaniemi and Markku
Sarkamies were re-elected to the Board of Directors. Ilpo Kokkila was elected as
the Chairman of the Board of Directors.
The Annual General Meeting decided that the fees for the members of the Board of
Directors are EUR 5,000 per month for the Chairman, EUR 4,000 per month for the
Vice Chairman and EUR 3,000 per month for a member as well as a EUR 500 fee per
meeting for the Board and Committee meetings. Travel expenses of the Board of
Directors are reimbursed according to the company's travel policy.
Authorised public accountant Jarmo Lohi was elected as principal auditor of the
company and Ernst & Young Oy, a firm of authorised public accountants, with
Mikko Rytilahti, authorised public accountant, as the responsible auditor, was
elected as deputy auditor.
It was decided that the auditors are reimbursed according to invoice.
Authorisation to resolve on the acquisition the company's own shares
As proposed by the Board of Directors, the meeting authorised the Board of
Directors to resolve on the acquisition of the company's own shares, in one or
more instalments, with the company's unrestricted equity.
The company's own shares can be acquired in order to be used as payment in
corporate acquisitions or when the company acquires assets relating to its
business and as part of the company's incentive programmes as well as to be
otherwise conveyed, held or cancelled.
A maximum of 3,676,846 own shares, or a lower amount that, in addition to the
shares already owned by the company and its subsidiaries, is less than 10 per
cent of all shares, may be acquired on the basis of the authorisation. The
authorisation includes the right to acquire own shares otherwise than in
proportion to the holdings of the shareholders.
The authorisation is in force for 18 months from the decision of the Meeting.
Authorisation to resolve on the transfer of treasury shares
As proposed by the Board of Directors, the Annual General Meeting authorised the
Board of Directors to resolve in one or several instalments on the transfer of
treasury shares against payment or without consideration.
The Board of Directors may, on the basis of the authorisation, resolve to
transfer treasury shares in one or several instalments, so that the aggregate
maximum number of treasury shares transferred on the basis of the authorisation
will be 3,676,846 shares.
The authorisation includes the right to transfer the treasury shares in
deviation from the shareholders' pre-emptive subscription right on the terms of
the Companies Act.
The authorisation can be used e.g. as payment in corporate acquisitions or when
the company acquires assets relating to its business and as part of the
company's incentive programmes.
The authorisation is in force for two years from the decision of the Meeting.
Espoo, 15 April 2008
SRV Group Plc
Eero Heliövaara
President and CEO
For further information please contact:
SRV Group Plc
Eero Heliövaara, CEO, tel. +358 (0)20 1455 202
Distribution:
OMX Nordic Exchange Helsinki
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