ASPO Plc STOCK EXCHANGE RELEASE APRIL 10, 2013, at 17:00
The Annual Shareholders' Meeting of Aspo Plc on April 10, 2013, approved the parent company's and consolidated financial statements 2012 and discharged the members of the Board of Directors and the CEO from the liability. The shareholders approved the payment of a dividend totalling EUR 0.42 per share. The record date will be April 15, 2013 and the payment date will be April 22, 2013.
Board of Directors and Auditor
The meeting confirmed the number of Board members at seven. Matti Arteva, Mammu Kaario, Esa Karppinen, Roberto Lencioni, Gustav Nyberg, Kristina Pentti-von Walzel and Risto Salo were re-elected to the Board of Directors. At the Board's organizing meeting held after the Annual Shareholders' Meeting, Gustav Nyberg was elected to carry on as Chairman of the Board and Matti Arteva as Vice-Chairman. At the meeting the Board also decided to appoint Roberto Lencioni Chairman of the Audit Committee and Mammu Kaario and Kristina Pentti-von Walzel as committee members.
The authorized public accounting firm Ernst & Young Oy was elected as company auditor.
Remuneration of the members of the Board of Directors and the Audit Committee
The meeting decided to maintain the remunerations of the members of the Board and Audit Committee unchanged. The shareholders approved that EUR 15,500 be paid per month to the chairman of the Board of Directors, EUR 3,600 per month to the Vice-Chairman and EUR 2,400 per month to the other members of the Board of Directors and EUR 700 per meeting to the members of the Audit Committee. Board members employed by or in a service relationship with an Aspo Group company are not paid a fee.
Authorization of the Board of Directors to decide on the acquisition of company-held shares
The Annual Shareholders' Meeting authorized the Board of Directors to decide on the acquisition of no more than 500,000 of the company-held shares using the unrestricted shareholders' equity of the company. The authorization includes the right to accept company-held shares as a pledge.
The shares shall be acquired through public trading, for which reason the shares are acquired otherwise than in proportion to the holdings of the shareholders and the consideration paid for the shares shall be the market price of the Aspo's share at the time of repurchase. Shares may also be acquired outside public trading for a price which at most corresponds to the market price in public trading at the time of acquisition. The authorization includes the Board's right to resolve on a directed repurchase or the acceptance of shares as a pledge, if there is a compelling financial reason for the company to do so as provided for in Chapter 15, section 6 of the Finnish Limited Liability Companies Act. The shares shall be acquired to be used for the financing or execution of corporate acquisitions or other transactions, for execution of the company's share-ownership programs or for other purposes determined by the Board.
The Board may not exercise the authorization to acquire company-held shares or to accept them as a pledge if after the acquisition the company or its subsidiary would possess or have as a pledge in total more than ten (10) percent of the company's stock. The authorization is valid until the Annual Shareholders' Meeting in 2014 but not more than 18 months from the approval at the Shareholders' Meeting.
The Board of Directors shall decide on any other matters related to the acquisition of company-held shares.
The authorization will supersede the authorization for the acquisition of company-held shares which was granted to the Board of Directors by the Annual Shareholders' Meeting on April 3, 2012.
ASPO Plc
Aki Ojanen
CEO
For further information, please contact:
Aki Ojanen, CEO Aspo Plc, +358 9 521 4010, +358 400 106 592, e-mail aki.ojanen (a)aspo.com.
Aspo is a conglomerate that owns and develops business operations in the Baltic Sea region focusing on demanding B-to-B customers. Our strong company brands - ESL Shipping, Leipurin, Telko and Kaukomarkkinat - aim to be the market leaders in their sectors. They are responsible for their own operations, customer relationships and the development of these. Together they generate Aspo's goodwill. Aspo's Group structure and business operations are continually developed without any predefined schedules.
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NASDAQ OMX Helsinki
Key media
www.aspo.com (http://www.aspo.com/)
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information contained therein.
Source: Aspo Oyj via Thomson Reuters ONE
