Decisions of the Annual General Meeting of Metso Corporation
Metso Corporation’s stock exchange release on March 30, 2011 at 4:50 p.m. local time
The Annual General Meeting of Metso Corporation approved today the Financial Statements for 2010 and decided to discharge the members of the Board of Directors and the President and CEO of Metso Corporation from liability for the financial year 2010. In addition, the Annual General Meeting approved the proposals of the Board of Directors to authorize the Board of Directors to resolve on a repurchase of company’s own shares and on a share issue.
The Annual General Meeting decided that a dividend of EUR 1.55 per share will be paid for the financial year which ended on December 31, 2010. The dividend will be paid to shareholders who on the record date April 4, 2011 have been registered as shareholders in the company’s shareholder register maintained by Euroclear Finland Ltd. The dividend will be paid on April 12, 2011.
Jukka Viinanen was elected Chairman of the Board and Maija-Liisa Friman was elected Vice Chairman of the Board. Ozey K. Horton, Jr. was elected as a new member of the Board. The Board members re-elected were Mikael von Frenckell, Christer Gardell, Yrjö Neuvo, Erkki Pehu-Lehtonen and Pia Rudengren. The term of office of Board members lasts until the end of the next Annual General Meeting.
The Annual General Meeting decided that the annual remunerations for Board members be EUR 92,000 for the Chairman, EUR 56,000 for the Vice Chairman and for the Chairman of the Audit Committee and EUR 45,000 for the members and that the meeting fee including committee meetings be EUR 600 for those members whose place of residence is in Nordic countries, EUR 1,200 for those members whose place of residence is elsewhere in Europe and EUR 2,400 for those members whose place of residence is outside of Europe for each meeting they attend. The Annual General Meeting decided that 40 percent of the annual remuneration be paid in company’s shares purchased from the market. The shares will be purchased directly on behalf of the members of the Board within two weeks from the release of the Interim Review January 1 −March 31, 2011.
The auditing company, Authorized Public Accountant PricewaterhouseCoopers Oy was re-elected to act as an Auditor of the Corporation until the end of the next Annual General Meeting.
The Annual General Meeting decided to establish a Nomination Board of the Annual General Meeting to prepare proposals for the following Annual General Meeting regarding the composition of the Board of Directors and director remuneration. Representatives of the four largest shareholders are elected to the Nomination Board and the Chairman of the Board of Directors shall be an expert member of the Nomination Board