Authorisations



The Annual General Meeting 2016

The General Meeting decided that the Annual General Meeting authorise the Board of Directors to decide on the issuance of new shares and on the conveyance of own shares held by the company (treasury shares) on the following conditions:

The Board of Directors may issue new shares and convey treasury shares up to a maximum 3,000,000 shares.

New shares may be issued and treasury shares conveyed to the company’s shareholders in proportion to their current shareholdings or in derogation of the pre-emptive subscription right of the shareholders by means of a directed share issue if there is a weighty financial reason for the company to do so, such as the shares are to be used as consideration in possible company acquisitions or in other arrangements that are part of the company’s business or to finance investments or as part of the company’s incentive scheme.

The Board of Directors may also decide on the issuance of shares without payment to the company itself.

The new shares may be issued and treasury shares may be conveyed either against payment or without payment. A directed share issue may be executed without payment only if there is an especially weighty financial reason for the company to do so, taking the interests of all shareholders into account.

The Board of Directors will decide on all other factors relating to the issuance and conveyance of shares.

The authorisation will be valid for until 7th April 2017.


The extraordinary general meeting 2016

The extraordinary general meeting held 8 January 2016 authorised the Board of Directors to decide on the acquisition of the company's own shares with the funds included in the company's unrestricted equity capital on the following terms and conditions:

Shares may be acquired at most to a total number of two million (2,000,000) shares. The shares will be acquired in one or several instalments.

The purchase price per share is the price of the shares at The First North marketplace on the day of purchase or another market-driven price. If the share of the company is traded on a regulated market, the purchase price per share is the price formed on the stock exchange list of Helsinki Stock Exchange on the day of purchase or another market-driven price.

Shares may be acquired to develop the company's capital structure, to be used for funding or implementing corporate acquisitions or other arrangements, to be used in the incentive program of the company or to be invalidated, if this is in the best interest of the company and the shareholders.

The Board of Directors has the right to decide whether the shares are acquired in directed acquisition or in proportion to the shareholders' shareholdings. The acquisition may be directed only if the company has strong financial reasons to act in that manner.

The Board of Directors has the right to decide on the other terms and conditions of the acquisition.


The authorisation is valid for 18 months from the date of the decision at the General Meeting.