TIDMPOWR
RNS Number : 3997Z
Powerflute Oyj
26 May 2016
26 May 2016
POWERFLUTE OYJ
RESULTS OF 2016 AGM
Powerflute Oyj ("Powerflute" or the "Company") announces that
the Annual General Meeting of shareholders ("AGM") held today in
Kuopio, Finland resolved in favour of all matters in accordance
with the proposals of the Board of Directors and its Committees as
presented in the Notice of the AGM published on 3 May 2015 and in
the amended proposals of the Board of Directors published on 18 may
2016.
Adoption of accounts and discharge from liability
The AGM approved and adopted the Company's annual accounts for
the financial year ended 31 December 2015 and granted the Board of
Directors and the Chief Executive Officer discharge from liability
for the period.
Resolution on use of profits and return of capital
The AGM resolved that a repatriation of invested non-restricted
equity of 3.00 cents per share (0.03 euros per share) shall be made
for the financial year ended 31 December 2015. The record date for
the distribution to shareholders is 3 June 2016 and payment will be
made on or about 21 June 2016.
Remuneration of Directors
The AGM resolved that the remuneration of the Directors for the
term ending at the close of the Annual General Meeting in 2017
should be as follows:
Chairman - EUR 100,000 per annum
Other Directors - EUR 60,000 per annum
It was further resolved that additional compensation of EUR
15,000 per annum should be paid to the Chairman of the Audit
Committee, additional compensation of EUR 10,000 per annum should
be paid to the Chairmen of each of the Nomination Committee and
Remuneration Committees and additional compensation EUR 5,000 per
annum should be paid to the Senior Independent Director. In
addition, the Directors are to be entitled to reimbursement of any
costs incurred by them in the performance of their duties.
Composition and membership of the Board of Directors
The AGM resolved that the Board of Directors should consist of
six members. Dermot F. Smurfit, Marco Casiraghi, David Walton,
Christopher Knight, Teresa Presas and Wolf-Dieter Baumann were all
elected and will serve as Directors until the end of the next
Annual General Meeting to be held in 2017.
Remuneration and re-election of auditor
It was resolved that the auditor's fees should be paid as
invoiced and Ernst & Young Oy, an auditing entity authorised by
the Central Chamber of Commerce of Finland, was re-elected to act
as the auditor of the Company until the end of the Annual General
Meeting in 2017.
Repurchase of the Company's own shares and issue of new shares
and options
The proposals made by the Board of Directors on the granting of
authority to them for the repurchase of the Company's own shares
and the issue of new shares were adopted, thereby authorising the
Directors to resolve on the repurchase of up to 29,000,000 of the
Company's own shares as well as the issuance of up to 29,000,000
new shares or options or other special rights or entitlements to
the Company's shares. Both of the authorisations correspond to
approximately 10.0% of all the shares of the Company currently in
issue (excluding shares held in treasury). It was resolved that
these authorities shall remain effective until the end of the next
Annual General Meeting, or 30 June 2017, whichever is earlier.
Authorisation to make communication to shareholders in
electronic form and to communicate by means of a website
The proposal made by the Board of Directors on permitting the
Company to fulfil its obligations in respect of communication to
its shareholders through the use of electronic media and
communication methods, including through the use of regulatory news
services and the display of announcements and other materials on
the Company's website, was adopted. Any such methods of
communication will be established and operated in accordance with
the requirements of the AIM Rules for Companies (as amended from
time to time), the Company's constitution and any legal
requirements in its jurisdiction of incorporation, Finland.
Decisions of the Board of Directors
At its meeting held after the AGM, the Board of Directors
elected from among its members the following:
Dermot F Smurfit was elected as Chairman of the Board of
Directors.
Christopher Knight was elected as Senior Independent
Director.
Christopher Knight, Teresa Presas and Wolf-Dieter Baumann were
elected as members of the Audit Committee and Christopher Knight
was appointed as Chairman of this Committee.
Christopher Knight, Teresa Presas and Wolf-Dieter Baumann were
elected as members of the Remuneration Committee and Wolf-Dieter
Baumann was appointed as Chairman of this Committee.
Christopher Knight, Teresa Presas and Wolf-Dieter Baumann were
elected as members of the Nomination Committee and Teresa Presas
was appointed as Chairman of this Committee.
Ends
For further information, please contact:
Powerflute
Dermot Smurfit (Chairman) c/o Oliver Winters,
Marco Casiraghi (CEO) FTI Consulting
David Walton (CFO) +44 20 3727 1535
Numis Securities
Mark Lander (Corporate Broking)
Andrew Holloway / Jamie
Lillywhite (Nominated Advisor) +44 20 7260 1000
FTI Consulting
Oliver Winters
Tom Hufton +44 20 3727 1535
About Powerflute
Powerflute is a paper and packaging group quoted on the AIM
market of the London Stock Exchange (Ticker: POWR) which seeks to
acquire businesses with strong fundamentals whose performance can
be improved through a combination of management focus and targeted
investment.
The Group currently has two main activities; Packaging Papers
which trades under the name Powerflute and operates a paper mill in
Kuopio, Finland producing a specialised form of Nordic
semi-chemical fluting used in the manufacture of high-performance
corrugated board; and Coreboard and Cores, which trades under the
name Corenso and is a leading international manufacturer of high
performance coreboard and cores, with coreboard mills in the United
States and Europe and a network of core producing facilities in
Europe, North America and China.
Nordic semi-chemical fluting is made from locally sourced birch
and boxes manufactured using it demonstrate superior strength and
moisture resistance and are used for transportation of fruit and
vegetables, high-value industrial goods such as electrical
appliances and automotive components. The Kuopio mill is one of
only three suppliers of Nordic semi-chemical fluting in Europe.
Cores and coreboard are manufactured from recycled paper and are
used for applications in paper, packaging, textiles, steel,
aluminium and many other industries. Coreboard and cores produced
by Corenso demonstrate superior strength and rigidity and are
suitable for use in the most demanding applications.
For further information, please visit www.powerflute.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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