Plc Uutechnic Group Oyj: THE RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF PLC UUTECHNIC GROUP OYJ AND THE DECISIONS OF THE BOARD OF DIRECTORS
PLC UUTECHNIC GROUP OYJ STOCK EXCHANGE RELEASE 30 June 2020 at 14:45
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 30 June 2020 in Uusikaupunki, it was resolved as follows:
It was resolved to adopt the financial statements and the consolidated financial statements for the period 1 January 2019 – 31 December 2019 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 2019.
It was resolved that in accordance with the proposal of the Board of Directors the profit for the fiscal year 1 January 2019 – 31 December 2019 shall be transferred to the retained earnings account, and, that based on the balance sheet per 31 December 2019 verified by the Annual General Meeting, a dividend of EUR 0.01 for each share shall be paid from the earnings. The date of record for dividend distribution shall be 2 July 2020 and the dividend shall be paid on 9 July 2020.
The General Meeting resolved to support the presented remuneration policy.
It was resolved to elect Hannu Kottonen and Jouko Peräaho to continue as the members of the Board of Directors and Carl Johan Slotte as a new member of the Board of Directors. Hannu Kottonen and Carl Johan Slotte are independent from the Company and the notable shareholders of the Company. It was solved that the elected Board members shall be paid during their next term as follows:
The remuneration of the Chairman of the Board shall be 36 000 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 30 June 2020 after the Annual General Meeting, elected Hannu Kottonen as the chairman of the Board.
In Uusikaupunki on 30 June 2020
PLC UUTECHNIC GROUP OYJ
The Board of Directors
Jouko Peräaho, CEO, Plc Uutechnic Group Oyj, +358 500 740 808
UTG Mixing Group is a global technology group that provides competitive mixing solutions with a customer-oriented approach, minimizing life cycle costs. “Partnership built to last – and perform” is our brand promise. We always serve the customer in the best possible way by bringing our global capabilities locally close to the customer.
Our main customer sectors are the chemical, food, metallurgical and fertilizer industries, as well as environmental technology, water treatment and pharmaceuticals.
The parent company of UTG Mixing Group is Plc Uutechnic Group Oyj, whose shares are listed on the Nasdaq Helsinki. The business is carried out in the subsidiaries of the group, Uutechnic Oy and Stelzer Rührtechnik International GmbH.