Important dates in connection with the AGM
- Registration for the meeting begins: February 28, 2012
- Record date to AGM: March 19, 2012
- Registration ends: March 23, 2012
- Annual General Meeting: March 29, 2012
- Record date for dividend: April 3, 2012
- Dividend payment date: April 12, 2012
Decisions of the Annual General Meeting of Metso Corporation
Metso Corporation’s stock exchange release on March 29, 2011 at 5:00 p.m. local time
The Annual General Meeting of Metso Corporation was held today in Helsinki, Finland. The AGM approved the Financial Statements for 2011 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 2011. The Annual General Meeting approved the proposals of the Board of Directors to authorize the Board to decide on the repurchase of the company’s own shares and on a share issue. In addition, the company’s Articles of Association were amended according to the Board’s proposal.
The Annual General Meeting decided that a dividend of EUR 1.70 per share will be paid for the financial year which ended on December 31, 2011. The dividend will be paid to shareholders who on the record date April 3, 2012 are registered as shareholders in the company’s shareholder register maintained by Euroclear Finland Ltd. The dividend will be paid on April 12, 2012.
Jukka Viinanen was elected Chairman of the Board and Mikael von Frenckell was elected Vice Chairman of the Board. Eeva Sipilä was elected as a new Board member, and Christer Gardell, Ozey K. Horton, Jr, Erkki Pehu-Lehtonen and Pia Rudengren were re-elected for a new term. The term of office of Board members lasts until the end of the next Annual General Meeting.
The Annual General Meeting decided the following annual remunerations for Board members: EUR 100,000 for the Chairman, EUR 60,000 for the Vice Chairman and for the Chairman of the Audit Committee, and EUR 48,000 for the members. It was decided that a meeting fee of EUR 700 be paid for those members whose place of residence is in the Nordic countries, EUR 1,400 for those members whose place of residence is elsewhere in Europe and EUR 2,800 for those members whose place of residence is outside of Europe for each meeting they attend, including committee meetings. The AGM decided that, as a condition for the annual remuneration, the members of the Board of Directors are obliged, directly based on the General Meeting’s decision, to use 40% of the fixed annual remuneration for purchasing Metso Corporation shares from the market at a price formed in public trading and that the purchase be carried out within the two weeks following the publication of the interim review for the period January 1, 2012 to March 31, 2012.
Authorized Public Accountant Ernst & Young Oy was elected to act as the company’s Auditor 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.