Tekla Corporation Stock Exchange Release 19.3.2008 at 5.20 p.m. Decisions by the Tekla Corporation Annual General Meeting Tekla Corporation's Annual General Meeting (AGM) on March 19, 2008 adopted the financial statement as well as the Group income statement and balance sheet for 2007. The AGM discharged the Board and the CEO from liability for the financial year 2007. Dividend In line with the Board's proposal the AGM approved a dividend of 0.50 euros per share be paid for the financial period 2007 for a total dividend payout of 11,258,300 euros. The dividend record date is March 26, 2008 and the payment date is April 3, 2008. No dividend will be paid to the shares owned by the company. Board of Directors and Auditors As regular members of the Board until the conclusion of the Annual General Meeting in 2009 were re-elected Ari Kohonen, Olli-Pekka Laine, Heikki Marttinen and Erkki Pehu-Lehtonen. Reijo Sulonen was elected as new regular member. Timo Keinänen was re-elected as deputy member. Juha Kajanen is the Tekla personnel representative on the Board and Pirjo Lundén his personal deputy. The AGM decided to compensate the members of Tekla Board as follows: Chairman of the Board will receive 3,000 euros per month, Deputy Chairman of the Board 2,500 euros per month and other Members of the Board 2,000 euros per month. In addition, the members' travel expenses will be reimbursed. The members of the Board employed by Tekla Group will not be paid any remuneration for their board work. PricewaterhouseCoopers were re-elected as auditors, with Markku Marjomaa, Authorized Public Accountant, as the auditor in charge. The auditors' remuneration will be based on invoicing. Authorizations to the Board The AGM gave the Board the following authorizations: - The Board was authorized 1. to decide upon the increase of the company's share capital by issuing a maximum of 4,500,000 new shares in one or several lots. The share capital can be raised by a maximum of 135,000 euros on the basis of this authorization. 2. to decide upon the acquisition of the company's own shares for the development of the company's capital structure. The maximum number of shares to be acquired is 500,000. 3. to decide upon the transfer of the company's own shares. The authorization concerns all the company's own shares acquired by the company based on the authorizations given to the Board, in total 569,600 shares. Based on the authorizations above, the new and/or acquired shares may be used as means of payment at the discretion of the Board regarding object and extent when the company acquires assets related to its business operations or renders its own shares as payment in potential acquisitions or to be used as part of the company's remuneration and incentive system. All the above mentioned authorizations are valid until the Annual General Meeting 2009 but not longer than one year from the Annual General Meeting's decision, i.e. until March 19, 2009. Amendments to the Articles of Association The Board decided to make the following amendments to the Articles of Association due to the amended Finnish Companies Act, and other mainly technical changes in order to make the Articles of Association clearer and compliant with the terms and provisions of the current Companies Act. - Omit the provisions on minimum and maximum share capital as well as number of shares (current 3 § and 4 §) - Omit the provisions on record date (new 3 §) - Amend the provisions on the right to represent the Company to comply with the terms of the new Companies Act (new 6 §) - Amend the provisions on timing of the Notice of a Shareholders' Meeting (new 7 §) - Amend the list of agenda items of the Annual General Meeting to comply with the new Companies Act (new 8 §) Formative meeting of the Board In the formative meeting that was held after the AGM, the Board of Directors elected Heikki Marttinen to continue as Chairman, and Olli-Pekka Laine to continue as Deputy Chairman. Espoo, March 19, 2008 TEKLA CORPORATION Board of Directors For further information, please contact: Ari Kohonen, President and CEO, phone 358 30 661 1468, ari.kohonen (at) tekla.com DISTRIBUTION: OMX Nordic Exchange Helsinki, Main Media Tekla Corporation in Brief Tekla is an international software product company whose model-based software makes customers' core processes more effective in building and construction, energy distribution, infrastructure management and water supply. Tekla has customers in more than 80 countries. Tekla Group's net sales for 2007 were nearly 60 million euros and operating result approximately 20 million euros. International operations account for more than 80% of net sales. Tekla Group employs 400 people, of whom approximately 150 work outside Finland. Tekla was established in 1966, making it one of the oldest software companies in Finland. www.tekla.com
Decisions by the Tekla Corporation Annual General Meeting
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