Neomarkka Plc STOCK EXCHANGE RELEASE 10 June 2009 at 2:00 PM 1(3) DECISIONS TAKEN AT THE ANNUAL GENERAL MEETING OF NEOMARKKA PLC Neomarkka Plc annual general meeting (AGM) was held on Wednesday, 10 June 2009 at 12:00 at Niinistönkatu 8-12, 05800 Hyvinkää, Finland. MATTERS ON THE AGENDA OF THE ANNUAL GENERAL MEETING The AGM resolved to accept the annual accounts year 2008. The AMG resolved to distribute a dividend of EUR 0.25 per share on the company's A and B shares for the year 2008 to a shareholder who is registered in the company's shareholder register maintained by the Euroclear Finland Oy on the record date, 15 June 2009. The dividend will be paid on 23 June 2009. The AGM unanimously discharged the board of directors and the managing director from liability for fiscal period 2008. The AMG resolved that the members of the board be paid an annual remuneration of EUR 10,000, the deputy chairman of the board an annual remuneration of EUR 12,500, the chairman of the board an annual remuneration of EUR 15,000, and the board and the committees an attendance remuneration of EUR 600 per each meeting. Furthermore, it was resolved that the members of the board be compensated for their travel expenses. The AGM resolved that the members of the board be paid a bonus based on the development of the company's B stock price, the amount of which is EUR 2,000 for the chairman of the board and EUR 1,000 for the ordinary members of the board, multiplied by annual return based on the stock price development of Neomarkka Plc's class B share for the period May 2008 - May 2010. Should the annual return exceed 50 percent, the bonus shall be paid in accordance with 50 percent. Furthermore it was resolved, that the new persons to be elected in Neomarkka Plc's board of directors shall undertake to acquire shares in the company by a minimum of EUR 30,000 during the year 2009. A new member of the board shall not transfer the class B shares so acquired prior to 31 December 2011. The AGM resolved that the auditors be reimbursed according to their invoice based on the performed audit proposal process. The AMG resolved to elect six (6) members to the Board of Directors. The AGM re-elected the following persons to the board of directors: Matti Lainema, chairman, Pekka Soini, deputy chairman and Ilpo Helander, Taisto Riski, and as new members to the board of directors: Risto Kyhälä and Matti Lappalainen. The AGM elected Authorized Public Accountants Ernst & Young Oy, with Authorized Public Accountant Heikki Ilkka as responsible auditor, as the auditor of the company for a term that expires at the end of the annual general meeting of 2010. The AGM authorized the board of directors to decide on the acquisition of the company's own shares. The AGM authorized the board of directors to decide on acquisition of the company's own shares by using the assets from the company's unrestricted equity so that the maximum number of class B shares to be acquired is 588,076. The amount corresponds to approximately 9.77 percent of all the shares in company and in total ten percent of the company's class B shares. The shares will be acquired in public trading arranged by NASDAQ OMX Helsinki in accordance with its rules, and the consideration to be paid for the shares to be acquired must be based on market price. The company may acquire B class shares directly from other shareholders than the biggest shareholder by entering into a contractual trade, provided that the number of class B shares to be acquired via contractual trade is at least 15,000 and that the consideration to be paid for the shares corresponds to the prevailing market price in NASDAQ OMX Helsinki at the time of the acquisition. When carrying out the acquisition of the company's own shares, derivatives, share lending and other contracts customary to the capital markets may be entered into within the limits set by law and regulations. The authorization entitles the board of directors to decide on the acquisition in a proportion other than that of the shares held by the shareholders (directed acquisition). The shares are acquired to be used in order to carry out acquisitions or other arrangements within the scope of the company's business operations, to improve the company's capital structure, as part of implementing the company's incentive scheme, or to be further transferred for other purposes or to be cancelled. The board of directors is entitled to decide on other matters pertaining to the acquisition of the company's own shares. The authorization remains in force until the next annual general meeting. Forfeit of rights to Neomarkka Plc's shares held on joint account and of rights carried by such shares On 9 June 2009, a total of 116,241 of the company's B shares were registered on Neomarkka Plc's joint book-entry account in Euroclear Finland Oy. No declaration for registration of the shares has been made, although ten years have passed since the end of the registration period, which was on 29 September 2007. The general meeting decided that the rights to such shares and the rights carried by such shares have been forfeited and that the shares will remain in the possession of the company. This decision may be executed once ten years have passed from the entry into force of the new Finnish Companies Act, aka year 2016. The AGM authorized the board to decide on an issue of new class B shares and on a transfer of class B treasury shares held by the company either against or without payment. The new class B shares may be issued and the class B treasury shares held by the company may be transferred to the shareholders of the company in proportion to their shareholdings or in deviation from the shareholders' pre-emptive rights if there is a weighty financial reason for the company to do so. The board of directors may also decide on a share issue to the company itself without payment. The AGM authorized the board of directors to issue special rights referred to in Chapter 10, section 1 of the Finnish Companies Act entitling the holder to receive new shares in the company or class B treasury shares held by the company against payment. The maximum number of new class B shares, including shares to be issued under special rights, may amount to a total of 1,176,152 shares, at maximum. The maximum number of class B treasury shares held by the company that are subject to the transfer may total 588,076 shares. The authorizations remain in force until the next annual general meeting. Neomarkka Plc The Board of Directors pp. Sari Tulander CFO FURTHER INFORMATION Markku E. Rentto, Managing Director, tel. +358 207 209 190 Sari Tulander, CFO, tel. +358 207 209 192 DISTRIBUTION NASDAQ OMX Helsinki Main media www.neomarkka.fi