Stock exchange release
March 29, 2012 05:00 PM EEST
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
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
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.
The minutes of the Annual General Meeting will be available on Metso's website
at www.metso.com as of April 12, 2012.
Metso is a global supplier of technology and services to customers in the
process industries, including mining, construction, pulp and paper, power, and
oil and gas. Our 30,000 professionals based in over 50 countries deliver
sustainability and profitability to customers worldwide. Expect results.
For further information, please contact:
Aleksanteri Lebedeff, Senior Vice President, General Counsel, Metso Corporation,
tel. +358 20 484 3240
Juha Rouhiainen, VP, Investor Relations, Metso Corporation, tel.
+358 20 484 3253
VP, Investor Relations
NASDAQ OMX Helsinki Ltd