Raisio plc, Stock Exchange Release, 27 March 2014
RAISIO’S ANNUAL GENERAL MEETING 27 MARCH 2014
Raisio plc’s Annual General Meeting (AGM) approved the financial statements for the financial year 1 January – 31 December 2013 and granted the members of the Board of Directors and the Supervisory Board as well as the Chief Executive discharge from liability. The AGM decided to pay a dividend of EUR 0.13 per share. The Board of Directors’ proposals to the AGM were approved without changes.
A total of 2,447 shareholders were personally present or represented by a proxy at the AGM held in Turku, representing 43.2 million shares, i.e. 26.1% of the total share capital.
DIVIDEND PAYMENT
The AGM approved the Board of Directors’ proposal to pay a dividend of EUR 0.13 for each restricted and free share. The dividend will be paid on 8 April 2014 to each shareholder who is entered in the shareholders’ register on the record date of 1 April 2014. The dividend will not be paid on the shares held by the company.
NOMINATIONS
The number of members of the Board of Directors was confirmed to be five, and Erkki Haavisto, Matti Perkonoja, Michael Ramm-Schmidt and Pirkko Rantanen-Kervinen were reappointed and Antti Tiitola was appointed as a new member, all of them for the term commencing after the now closed AGM. At its meeting held after the AGM, the Board of Directors elected Perkonoja as its Chairman and Ramm-Schmidt as its Vice Chairman.
The Chairman of the Board will be paid a monthly fee of EUR 5,000 and the members a monthly fee of EUR 2,000. Approximately 20% of the fee will be paid with the company’s own shares and approximately 80% in cash. The fees are paid in two equal instalments during the term so that the first payment will be made on 15 June and the second on the 15 December. In addition to this, a remuneration of EUR 400 in cash will be paid to the Chairman of the Board and the members of the Board for each board meeting, including the meetings of committees set by the Board among its members. For a teleconference meeting this remuneration will be EUR 200 in cash. Moreover, they will receive a daily allowance for the meeting days and they will be reimbursed for travel expenses according to the company’s travelling rules.
The number of members of the Supervisory Board was confirmed to be 25. Vesa Harjunmaa, Panu Kallio, Timo Könttä, Juha Marttila, Paavo Myllymäki, Kari Niemistö and Yrjö Ojaniemi were elected as the members of the Supervisory Board for the term commencing at the closing of this AGM. Panu Kallio is a new member in the Supervisory Board.
The annual remuneration payable to the Chairman of the Supervisory Board will be EUR 12,000 and the members will receive a payment of EUR 300 for each meeting, in addition to which their travel expenses will be compensated and they will receive a daily allowance for the meeting days according to the company’s travelling rules. The Meeting also decided to pay the Chairman of the Supervisory Board a fee of EUR 300 for each attended Board Meeting.
Authorised public accountants Mika Kaarisalo and Kalle Laaksonen were elected as regular auditors. PricewaterhouseCoopers Ltd and authorised public accountant Tuomo Korte were elected as deputy auditors. Their term commenced at the closing of this AGM and ends with the closing of the following Annual General Meeting.
AUTHORISATION TO REPURCHASE OWN SHARES AND TO ISSUE SHARES
The AGM authorised the Board of Directors to decide on the repurchase of and/or accepting as pledge a maximum of 5,000,000 free shares and 1,250,000 restricted shares. The authorisation will be valid until 30 April 2015.
Furthermore, the AGM authorised the Board of Directors to decide on share issues (1) by assigning a total of no more than 11,500,000 free shares that are in the Company’s possession and a total of no more than 1,460,000 restricted shares that are in the Company’s possession and (2) by issuing a maximum of 20,000,000 new free shares. The share issue authorisations will be valid until 27 March 2019 at the latest.
The details of the authorisations are available in the stock exchange release published on 13 February 2014.
The authorisations to repurchase own shares and to issue shares given by the AGM in 2013 expire on 27 March 2014.
RAISIO PLC
Heidi Hirvonen Communications and IR Manager tel. + 358 50 567 3060
Further information: Janne Martti, Director, Treasury, tel. +358 50 556 6521
Raisio Group briefly
Raisio plc is an international specialist in plant-based nutrition. Raisio’s operations are divided into two divisions: Brands and Raisioagro. The Group’s key market areas are Finland, Great Britain, the Czech Republic, Russia, Ukraine, Poland, Estonia and Sweden. Raisio plc’s shares are listed on NASDAQ OMX Helsinki Ltd. In 2013, the Group's net sales totalled EUR 558 million and EBIT was EUR 39 million. The Group employs some 1,900 people. Raisio’s best-known brands are Benecol, Honey Monster, Elovena, Fox’s, Dormen, Juicee Gummee, Poppets and Benemilk.
Distribution NASDAQ OMX Key media www.raisio.com
