Resolutions of the Annual General Meeting of Oriola-KD Corporation and the decisions of the constitutive meeting of the Board of Directors

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| Source: Oriola-KD Oyj
Oriola-KD Corporation's Stock Exchange Release 25 March 2014 at 9.00 a.m.

Resolutions of the Annual General Meeting of Oriola-KD Corporation and the
decisions of the constitutive meeting of the Board of Directors

A. Oriola-KD Corporation's Annual General Meeting held on 24 March 2014 passed
the following resolutions:

1. Adoption of the financial statements and discharge from liability

The AGM adopted the financial statements and discharged the members of the Board
of Directors and the President and CEO from liability for the financial year
ending 31 December 2013.

2. Payment of dividend

The AGM resolved that no dividend shall be paid on the basis of the balance
sheet adopted for the financial year ending 31 December 2013.

3. The composition and fees of the members of the Board of Directors

The AGM confirmed that the Board of Directors is composed of six members.
Current members of the Board of Directors, Mr Jukka Alho, Mr Harry Brade and Mr
Per Båtelson were re-elected to the Board of Directors. Ms Anja Korhonen, Mr
Kuisma Niemelä and Mr Matti Rihko were elected new member of the Board of
Directors.  Mr Jukka Alho was re-elected Chairman of the Board of Directors.

The AGM confirmed that the fee for the term of office of the Chairman of the
Board of Directors is EUR 48,400, the fee for the term of office of the Vice
Chairman of the Board of Directors and for the Chairman of the Board's Audit
Committee is EUR 30,250 and the fee for the term of office of other members of
the Board of Directors is EUR 24,200. Of the annual fee, 60 per cent shall be
paid in cash and 40 per cent shall be used to acquire Oriola-KD Corporation's
class B shares for the Board members on the NASDAQ OMX Helsinki Stock Exchange
within two weeks from the release of the Interim Report 1 January - 31 March
2014 of the company. The Chairman of the Board of Directors receives an
attendance fee of EUR 800 per meeting and the other members EUR 400 per meeting.
Attendance fees are correspondingly also paid to the chairmen and members of
Board and company committees. Travel expenses are compensated in accordance with
the travel policy of the company.

4. Election of auditor and resolution on the auditor's fees

PricewaterhouseCoopers Oy, who has put forward authorised public accountant Mr
Kaj Wasenius as principal auditor, was elected as the auditor of the company.
The auditor's fees shall be paid according to invoice approved by the company.

5. Authorisation for the Board of Directors to decide on the issuance of shares
against payment

In accordance with the proposal of the Board of Directors, the AGM authorised
the Board of Directors to decide on a share issue against payment in one or more
issues. The authorisation comprises the right to issue new shares or assign
treasury shares held by the company. The authorisation covers a maximum of
9,500,000 Class A shares and 21,000,000 Class B shares representing
approximately 20.2 per cent of all shares in the company.

The authorisation given to the Board of Directors includes the right to derogate
from the shareholders' pre-emptive subscription right, provided that there is,
in respect of the company, a weighty financial reason for the derogation.
Subject to the above restrictions, the authorisation may be used i.a. to develop
the capital structure. Pursuant to the authorisation, shares held by the company
as treasury shares may also be sold through trading on regulated market
organised by NASDAQ OMX Helsinki Ltd. The authorisation includes the right for
the Board of Directors to decide on the terms of the share issue in the manners
provided for in the Companies Act including the right to decide whether the
subscription price is credited in part or in full to the invested unrestricted
equity reserves or to the share capital.

The authorization is in effect for a period of eighteen (18) months from the
decision of the Annual General Meeting. The authorisation revokes all previous
share issue authorisations given to the Board of Directors except for the
authorisation given to the Board of Directors by the Annual General Meeting held
on 20 March 2013, pursuant to which the Board of Directors may decide upon
directed share issues against or without payment concerning no more than
1,715,000 class B shares in order to execute the share-based incentive plan for
the Oriola-KD Group's executives and the share savings plan for the Oriola-KD
Group's key personnel.

6. Authorisation for the Board of Directors to decide on the issuance of class B
shares against payment

In accordance with the proposal of the Board of Directors, the AGM authorized
the Board of Directors to decide on a share issue against payment in one or more
issues. The authorisation comprises the right to issue new class B shares or
assign class B treasury shares held by the company. The authorisation covers a
combined maximum of 15,000,000 class B shares of the company, representing
currently approximately 9.92 per cent of all shares in the company.

The authorisation given to the Board of Directors includes the right to derogate
from the shareholders' pre-emptive subscription right provided that there is, in
respect of the company, a weighty financial reason for the derogation. Subject
to the above restrictions, the authorisation may be used as payment of
consideration when financing and executing corporate acquisitions or other
business arrangements and investments. Pursuant to the authorisation, class B
shares held by the Company as treasury shares may also be sold on regulated
market organised by NASDAQ OMX Helsinki Ltd. The authorisation includes the
right for the Board to decide on the terms of the share issue in the manners
provided for in the Companies Act including the right to decide whether the
subscription price is credited in part or in full to the invested unrestricted
equity reserves or to the share capital.

The authorisation is in effect for a period of eighteen (18) months from the
decision of the AGM. The authorisation revokes all previous share issue
authorisations given to the Board of Directors except for  such given earlier
during the Annual general Meeting and the authorisation given to the Board of
Directors by the Annual General Meeting held on 20 March 2013, pursuant to which
the Board of Directors may decide upon directed share issues against or without
payment concerning no more than 1,715,000 class B shares in order to execute the
share-based incentive plan for the Oriola-KD Group's executives and the share
savings plan for the Oriola-KD Group's key personnel.

7. Authorisation for the Board of Directors to decide on the repurchase of the
company's own class B shares

In accordance with the proposal of the Board of Directors, the AGM authorized
the Board of Directors to decide on repurchasing of the company's own class B
shares. The authorisation entitles the Board of Directors to decide on the
repurchase of no more than 15,000,000 of the company's own class B shares, which
currently represents approximately 9.92 per cent of all shares in the company.
The authorisation may only be used in such a way that in total no more than one
tenth (1/10) of all shares in the company may from time to time be in the
possession of the company and its subsidiaries.

Shares may be repurchased in accordance with the resolution of the Board of
Directors also in a proportion other than in which shares are owned by the
shareholders, using funds belonging to the company's unrestricted equity and at
the market price of class B shares quoted on regulated market organized by
NASDAQ OMX Helsinki Ltd or otherwise established on the market at the time of
the repurchase. The Board of Directors decides how shares will be repurchased.
Among other means, derivatives may be used in acquiring the shares. The
acquisition of shares reduces the company's distributable unrestricted equity.
Shares may be repurchased to develop the company's capital structure, to execute
corporate transactions or other business arrangements, to finance investments,
to be used as a part of the company's incentive schemes or to be otherwise
relinquished, held by the company or cancelled.

According to the authorisation, the Board of Directors decides on all other
matters related to the repurchase of class B shares. The authorisation to
repurchase own shares is in force for a period of not more than eighteen (18)
months from the decision of the AGM. This authorisation revokes the
authorisation given to the Board of Directors by the AGM on 20 March 2013 in
respect of repurchase of the company's own class B shares.

8. The Shareholders' proposal to the Annual General Meeting on combining of the
share classes and thereto related targeted share issue without payment as well
as amendment of the Articles of Association was rejected.


B. Decisions of the constitutive meeting of the Board of Directors

In its constitutive meeting convening after the AGM, the Board of Directors of
Oriola-KD Corporation elected Mr Matti Rihko as Vice Chairman of the Board of
Directors.

The Board appointed from among its members the following members to the Board's
Audit Committee and Remuneration Committee:

Audit Committee:
Ms Anja Korhonen, Chairman
Mr Harry Brade
Mr Matti Rihko

Remuneration Committee:
Mr Jukka Alho, Chairman
Mr Per Båtelson
Mr Kuisma Niemelä

The members to the company's Nomination Committee are elected later in
accordance with the charter of the Nomination Committee.

The Board of Directors has assessed the independence of the members of the Board
of Directors, and determined that all members of the Board of Directors are
independent of the company and its significant shareholders.

Oriola-KD Corporation

Eero Hautaniemi
President and CEO

Petter Sandström
General Counsel

For further information, please contact:
Eero Hautaniemi
President and CEO
Tel: +358 10 429 2109
E-mail: eero.hautaniemi@oriola-kd.com


Distribution:
NASDAQ OMX Helsinki Ltd.
Principal media

Published by:
Oriola-KD Corporation
Corporate Communications
Orionintie 5
FI-02200 Espoo, Finland
www.oriola-kd.com



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