Innofactor Plc Stock Exchange Release March 20, 2014, at 10:45 Finnish time
The Annual General Meeting of Innofactor Plc on March 20, 2014, has made the following decisions:
Adopting the accounts and the group's financial statement and granting the members of the Board of Directors and the Chief Executive Officer discharge from liability
The Annual General Meeting of Innofactor Plc held on March 20, 2014, resolved to adopt the accounts and the group's financial statement for the financial period that ended on December 31, 2013, and granted the members of the Board of Directors and the Chief Executive Officer discharge from liability for the financial period that ended on December 31, 2013.
Deciding on the use of the profit shown on the balance sheet and the payment of dividend
The General Meeting decided, in accordance with the proposal of the Board of Directors, that no dividend will be paid for the financial period January 1 to December 31, 2013.
Board of Directors' fees and member selection
The General Meeting decided that the Chairman of the Board of Directors shall be paid a fee totaling EUR 36,000 per year and the other members of the Board of Directors shall be paid a fee totaling EUR 24,000 per year. No separate fees for meetings shall be paid. Half of the fee (50%) shall be paid monthly in cash and the other half (50%) as shares of Innofactor Plc. The shares shall be handed over to the members of the Board of Directors and, if necessary, shall be acquired from public trading directly on behalf of the members within two weeks of publishing the interim report of Innofactor Plc for January 1 to March 31, 2014. Innofactor Plc requires the members of the Board of Directors to keep the shares, which they have received as part of the fees, for the duration of their membership in the Board of Directors.
The General Meeting decided that the number of Board members is six. It was decided that the following current members of the Board of Directors—Mr. Sami Ensio, Mr. Jukka Mäkinen, Mr. Pyry Lautsuo and Mr. Ilari Nurmi—be re-elected, and that Ms. Tiia Tuovinen and Dr. J.T. Bergqvist be elected as new members.
Election and fee of the auditor
Ernst & Young Oy, an auditing firm authorized by the Central Chamber of Commerce, was elected as the auditor for the company. Ernst & Young Oy has stated that it will appoint Mr. Juha Hilmola, Authorized Public Accountant, as the auditor with principal responsibility. It was decided that the auditing fee shall be paid according to a reasonable invoice.
Other
39.01 percent of the Company's share capital and votes were present in the General Meeting. The decisions of the meeting were made unanimously according to the proposals of the Board of Directors.
The minutes of the Annual General Meeting will be available on Innofactor Plc's web site at www.innofactor.com/investors as of April 3, 2014.
Espoo, March 20, 2014
INNOFACTOR PLC
Board of Directors
Additional information:
Sami Ensio, CEO
Innofactor Plc
Tel. +358 50 584 2029
Distribution:
NASDAQ OMX Helsinki
Principal media
Innofactor is one of the leading Nordic IT solution providers focused on Microsoft platforms. Innofactor delivers business critical solutions and maintenance services as a system integrator and develops its own software products and services. Innofactor’s own product development is focused on Microsoft’s Windows Azure based cloud solutions. Innofactor's customers include over 1,000 private and public sector organizations in Finland, Denmark, Sweden and elsewhere in Europe. The company has over 400 motivated and skilled employees in a number of locations in Finland, Denmark, Sweden and Russia. From 2009 to 2013, Innofactor's annual net sales growth has been 43 percent on average. Leading Finnish business publication Kauppalehti selected Innofactor as the most successful company on the Finnish stock exchange in 2013. The Innofactor Plc share is listed in the technology section of the main list of NASDAQ OMX Helsinki Oy.
