Change of the company's business name
The Annual General Meeting resolved to change the company's business name to "Metso" by amending Article 1 of the Articles of Association in accordance with the proposal of the Board of Directors.
Adoption of the financial statements
The AGM adopted the financial statements for the financial year 2022 and resolved to grant the members of the Board of Directors and the President and CEO discharge from liability for the financial year
Dividend for 2022
The AGM resolved to approve the Board of Directors' proposal to pay a dividend of
The first dividend installment of
Composition of the Board of Directors
The AGM resolved to elect nine members of the Board of Directors.
Remuneration of the Board of Directors
The AGM resolved that the members of the Board of Directors will be paid the following fixed annual remuneration:
- Chair:
EUR 164,000 - Vice Chair:
EUR 85,000 - Other members:
EUR 69,000 each
The additional remuneration to be paid for the members of the Board of Directors that are elected as members of the Board's committees was decided as follows:
EUR 24,500 for the Chair of theAudit and Risk Committee EUR 10,500 each for the other members of theAudit and Risk Committee EUR 12,650 for the Chair of theRemuneration and HR Committee EUR 5,250 each for the other members of theRemuneration and HR Committee .
As a condition for the annual remuneration, the Board members are obliged, directly based on the AGM's decision, to use 20 or 40 percent of their fixed total annual remuneration for purchasing
Meeting fees
The AGM also resolved to approve the following meeting fees for each Board and committee meeting:
Auditor
Authorized public accounting firm
Amendment of Article 10 of the Articles of Association
The Annual General Meeting resolved to amend Article 10 of the Articles of Association to enable holding a general meeting entirely without a meeting venue as a so-called remote meeting in addition to the Company's domicile (
Authorization to repurchase the Company's own shares
The AGM resolved to authorize the Board of Directors to decide on the repurchase of an aggregate maximum of 82,000,000 of
Own shares may be repurchased on the basis of this authorization only by using unrestricted equity. Own shares can be repurchased at a price formed in trading on regulated market on the date of the repurchase or otherwise at a price formed on the market. The Board of Directors is entitled to resolve how shares are repurchased. Own shares may be repurchased otherwise than in proportion to the shares held by the shareholders (directed repurchase).
The authorization is in force until the closing of the Annual General Meeting 2024.
Authorization to issue shares and special rights entitling to shares
The AGM resolved to authorize the Board of Directors to decide on the issuance of shares and the issuance of special rights entitling to shares referred to in Chapter 10, Section 1 of the Finnish Limited Liability Companies Act as follows: The number of shares to be issued on the basis of this authorization shall not exceed an aggregate maximum of 82,000,000 shares, which corresponds to approximately 9.9 percent of all shares.
The Board of Directors is entitled to decide on all terms of the issuance of shares and of special rights entitling to shares and it is entitled to deviate from the shareholders' pre-emptive subscription rights (directed issue). This authorization applies to both the issuance of new shares and the conveyance of own shares held by the company.
The authorization is in force until the closing of the Annual General Meeting 2024.
Authorizing the Board of Directors to resolve on donations
The Annual General Meeting resolved to authorize the Board of Directors to decide on donations in the aggregate maximum amount of
The minutes of the AGM will be available on the company's website at www.mogroup.com/agm on
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