Resolutions passed at the Annual General Meeting of YIT Corporation
YIT Corporation Stock exchange release 18 March 2021 at 11.00 a.m.
Resolutions passed at the Annual General Meeting of YIT Corporation
The Annual General Meeting of YIT Corporation was held today, March 18, 2021, in accordance with the so-called Temporary Act without the shareholders’ or their proxy representatives’ presence at the meeting venue.
The Annual General Meeting adopted the 2020 financial statements and discharged the members of the Board of Directors and the President and CEO from liability. The Annual General Meeting also gave its advisory approval for the remuneration report for the company’s governing bodies. The Annual General Meeting further decided on the dividend payout, the composition of the Board of Directors and their fees, the election of the auditor and its fees as well as authorising the Board of Directors to decide on the repurchase of company shares and share issues.
Dividend payment
It was decided that a dividend of EUR 0.14 be paid per share, amounting to a total of approximately EUR 29.3 million, as proposed by the Board of Directors, and that the dividend will be paid in two instalments. No dividend will be paid on treasury shares.
The first instalment of EUR 0.07 per share shall be paid to the shareholders who are registered in the shareholders’ register maintained by Euroclear Finland Oy on the dividend record date of March 22, 2021. It was decided that dividend for this instalment be paid on April 7, 2021.
The second instalment of EUR 0.07 per share shall be paid in October 2021. The second instalment of the dividend shall be paid to shareholders who are registered in the shareholders’ register maintained by Euroclear Finland Oy on the dividend record date, which, together with the payment date, shall be decided by the Board of Directors in its meeting scheduled for September 29, 2021. The dividend record date for the second instalment as per the current rules of the Finnish book-entry system would be October 1, 2021 and the dividend payment date October 12, 2021.
Composition of the Board of Directors and their fees
The Annual General Meeting resolved to elect a Chairman, Vice Chairman and six ordinary members to the Board of Directors for a term ending at the close of the next Annual General Meeting following their election, namely: Harri-Pekka Kaukonen was re-elected as the Chairman, Eero Heliövaara was re-elected as the Vice Chairman and Alexander Ehrnrooth, Frank Hyldmar, Olli-Petteri Lehtinen, Kristina Pentti-von Walzel, Barbara Topolska and Tiina Tuomela were re-elected as members.
It was resolved that the members of the Board of Directors be paid the following fixed annual fees for the term of office ending at the conclusion of the next Annual General Meeting:
- Chairman of the Board: EUR 100,000
- Vice Chairman and Chairmen of the permanent Committees: EUR 70,000, unless the same person is Chairman of the Board or Vice Chairman of the board and
- members EUR 50,000
In addition, it was decided that the award and payment of the fixed annual fee be contingent on the Board members committing to purchasing directly, based on the resolution of the Annual General Meeting, YIT Corporation shares amounting to 40% of the fixed annual fee from a regulated market (Nasdaq Helsinki Ltd) at a price determined by public trading. The shares shall be purchased within two weeks of the publication of the interim report for the period January 1–March 31, 2021.
In addition to the fixed annual fee, the Board and its permanent and temporarily appointed committee member living in Finland be paid a meeting fee of EUR 800 per meeting and a member living elsewhere in Europe be paid EUR 2,000. The chairmen of the permanent and temporarily appointed committees be paid a meeting fee of EUR 1,600 per meeting.
Per diems are paid for trips in Finland and abroad in accordance with YIT Corporation’s and tax authorities’ travelling compensation regulations.
The members of the Shareholders’ Nomination Board, including the expert member, will be paid a meeting fee of EUR 800 per a Nomination Board meeting and the Chairman be paid EUR 1,600 per a Nomination Board meeting.
Election of the auditor and their fee
PricewaterhouseCoopers, Authorised Public Accountants, was elected as the company’s auditor, with Samuli Perälä, Authorised Public Accountant, as the chief auditor. The auditor’s fees will be paid according to the invoices approved by the company.
Repurchase of the company’s own shares
The Annual General Meeting authorised the Board of Directors to decide on the purchase of company shares as proposed by the Board of Directors. The authorisation covers the purchasing of a maximum of 21,000,000 company shares using the company’s unrestricted equity. The authorisation reverses the authorisation to purchase the company's own shares issued by the Annual General Meeting on March 12, 2020.
The authorisation is valid until June 30, 2022.
Share issues
The Annual General Meeting authorised the Board of Directors to decide on share issues as proposed by the Board of Directors. The authorisation can be used in full or partially by issuing shares in the company in one or more tranches so that the maximum number of shares issued is a total of 21,000,000. The Board of Directors has the right to decide on all terms and conditions of issuing shares.
The authorisation reverses the authorisation to decide on share issues by the Annual General Meeting on March 12, 2020.
The authorisation is valid until June 30, 2022.
Other information
On March 18, 2021, the total number of YIT shares is 211,099,853 and YIT holds 2,016,297 of its own shares.
The minutes of the Annual General Meeting will be available on the Internet at the company’s website www.yitgroup.com by April 1, 2021, at the latest.
For further information, please contact:
Juha Jauhiainen, Corporate General Counsel, YIT Corporation, +358 40 725 9643, juha.jauhiainen@yit.fi
YIT CORPORATION
Tommi Järvenpää
Vice President, Investor Relations
Distribution: NASDAQ Helsinki, major media, www.yitgroup.com
YIT is the largest Finnish and significant North European construction company. We develop and build apartments and living services, business premises and entire areas. We are also specialised in demanding infrastructure construction. Together with our customers, our nearly 8,000 professionals are creating more functional, attractive and sustainable cities and environments. We operate in 10 countries: Finland, Russia, Sweden, Norway, the Baltic countries, the Czech Republic, Slovakia and Poland. Our revenue in 2019 was approximately EUR 3.4 billion. YIT Corporation’s share is listed on Nasdaq Helsinki Oy. www.yitgroup.com