Plc Uutechnic Group Oyj: THE RESOLUTIONS OF THE ANNUAL GENERAL MEETING AND THE DECISIONS OF THE BOARD OF DIRECTORS
PLC UUTECHNIC GROUP OYJ STOCK EXCHANGE RELEASE 10 April 2019 at 17:30
THE RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF PLC UUTECHNIC GROUP OYJ AND THE DECISIONS OF THE BOARD OF DIRECTORS
In the Annual General Meeting of Plc Uutechnic Group Oyj, held on 10 April 2019 in Helsinki, it was resolved as follows:
It was resolved to adopt the financial statements and the consolidated financial statements for the period 1 January 2018 – 31 December 2018 and to discharge the members of the Board of Directors and the Chief Executive Officer from liability for the fiscal year ended on 31 December 2018.
It was resolved that in accordance with the proposal of the Board of Directors no dividend shall be paid and the loss for the period 1 January 2018 – 31 December 2018 shall be transferred to the retained earnings account.
It was resolved to elect Sami Alatalo, Hannu Kottonen and Jouko Peräaho to continue as the members of the Board of Directors. Hannu Kottonen is independent from the Company and the notable shareholders of the Company. It was resolved that the elected Board members shall be paid during their next term as follows:
Position as the Chairman of the Board shall be half-time and remuneration paid for the position shall be raised 60 000 euros. Remuneration for other members of the Board shall be 22 000 euros. In addition to the yearly remuneration, no other remuneration is provided to the members of the Board (i.e. attendance allowance). Travel and other costs following the work on the Board are compensated based on the Company’s normal practice. If a member of the Board or the Chairman of the Board is a full-time employee for the Company, this person cannot receive remuneration set for these positions in the Board.
It was resolved to nominate as the auditor, to serve until the end of the following Annual General Meeting, the company’s current auditor, public auditing firm Ernst & Young Oy, which has declared that it intends to appoint Osmo Valovirta, CPA, as chief auditor. It was resolved that the remuneration of the auditor would be paid according to the invoice.
It was resolved, to authorize the Board to decide on an issue of new shares as well as other special rights entitling to shares referred to in Chapter 10 Section 1 of the Finnish Companies Act in one or several lots. The number of new shares issued would be no more than 10 000 000, including shares to be issued based on the special rights. The authorization entitles the Board to decide about all terms of the share and special rights offerings, including the right to deviate from the right of pre-emption of shareholders. The authorization shall last until the next Annual General Meeting, unless the General Meeting decides to change or cancel the authorization prior to this date. This authorization revokes all the other unused share issue authorizations that have been given prior to this.
The Decisions of the Board of Directors
The Board of Directors has, in the meeting held on 10 April 2019 after the Annual General Meeting, elected Sami Alatalo as the chairman of the Board.
In Helsinki on 10 April 2019
PLC UUTECHNIC GROUP OYJ
The Board of Directors
Jouko Peräaho, CEO, Plc Uutechnic Group Oyj, +358 500 740 808
Uutechnic Group is focused on improving the competitiveness of its customers by providing them advanced equipment technology and unique service concept worldwide. The product range includes agitators, different types of long welded and machined axially symmetrical parts as rolls, cylinders, tubes and cones.
The main industries are hydrometallurgy, mining-, pulp and paper-, food-, fertilizer-, other chemical industries and environmental technology.
Plc Uutechnic Group’s subsidiaries are AP-Tela Oy, Uutechnic Oy and Stelzer Rührtechnik International GmbH.