Resolutions of Metsä Board Corporation’s Annual General Meeting


Metsä Board Corporation Stock Exchange Release 23.3.2016 at 4.45 pm EET


The Annual General Meeting of Metsä Board Corporation held today 23 March 2016 adopted the following resolutions:

Annual accounts

The Annual General Meeting approved the company’s financial statements for the financial year 2015 and decided to distribute a dividend of 0.17 euros per share. The dividend shall be paid to shareholders who on the record date for the dividend payment, 29 March 2016, are recorded in the company’s shareholders’ register held by Euroclear Finland Ltd. The dividend shall be paid on 5 April 2016.

Remuneration of members of the Board of Directors

The Annual General Meeting resolved to maintain the remuneration of the members of the Board of Directors unchanged. As a result the Chairman receives an annual remuneration of EUR 88,000, the Vice Chairman EUR 74,200 and ordinary members EUR 58,000. Approximately one half of the remuneration will be paid in the company’s B-series shares to be acquired from public trading between 1 and 30 April 2016. The Annual General Meeting resolved to restrict the transfer of such shares for a period of two years. In addition, the Board members are paid a fee of EUR 600 per each attended Board and Committee meeting. Finally, the Chairman of the Audit Committee is paid an additional monthly remuneration of EUR 800.

Discharge from liability

The Annual General Meeting resolved to discharge the members of the Board and the CEO from liability.

Composition of the Board of Directors

The Annual General Meeting fixed the number of Board members to nine (9) members and re-elected the following persons as members of the Board of Directors: Mikael Aminoff, M.Sc. (Forestry), Martti Asunta, M.Sc. (Forestry), Kari Jordan, M.Sc (Economics), Kirsi Komi, LL.M., Kai Korhonen, M.Sc. (Technology), Liisa Leino, M. Edu., Juha Niemelä, M.Sc (Economics), Veli Sundbäck, LL.M. and Erkki Varis, M.Sc. (Technology). The term of office of the Board members continues until the end of the next Annual General Meeting.

At its organizing meeting the Board of Directors elected Kari Jordan as its Chairman and Martti Asunta as its Vice Chairman. The Board further resolved to organise the Board committees as follows: the members of the Audit Committee are Kirsi Komi, Kai Korhonen, Veli Sundbäck and Erkki Varis and the members of the Nomination and Compensation Committee are Mikael Aminoff, Martti Asunta, Kari Jordan, Liisa Leino and Juha Niemelä.

Auditor

The Annual General Meeting elected auditing firm KPMG Oy Ab as the company’s auditor with Raija-Leena Hankonen, Authorised Public Accountant, as the responsible auditor. The auditor’s term of office expires at the end of the next Annual General Meeting. The Annual General Meeting resolved that the auditor’s fee will be paid according to auditor’s reasonable invoice as approved by the company.


METSÄ BOARD CORPORATION

Further information:
Markus Holm, CFO, tel. +358 10 465 4913
Katri Sundström, Head of Investor Relations, tel. +358 400 976 333
 

www.metsaboard.com

Metsä Board is a leading European producer of folding boxboards and white linerboards made from fresh forest fibres. Its lightweight paperboards are developed as the perfect fit for consumer goods, retail-ready and food service packaging. The pure fresh forest fibres Metsä Board uses are a renewable resource, traceable to origin in northern forests.

The global sales network of Metsä Board supports customers worldwide, including brand owners, converters and merchants. In 2015, the company’s sales totalled EUR 2.0 billion, and it has approximately 2,600 employees. Metsä Board, part of Metsä Group, is listed on the Nasdaq Helsinki.