Marimekko Corporation STOCK EXCHANGE RELEASE
8 April 2009 at 4.30 p.m.
RESOLUTIONS OF MARIMEKKO CORPORATION'S ANNUAL GENERAL MEETING
The following resolutions were passed at Marimekko Corporation's Annual General
Meeting held today:
Adoption of the financial statements
Marimekko Corporation's income statement and balance sheet and the consolidated
income statement and balance sheet for 2008 were adopted.
Use of profit
The General Meeting approved the Board of Directors' proposal to pay a dividend
of EUR 0.55 per share for the 2008 financial year to a total of EUR
4,422,000.00. The dividends represent 59.9% of the Group's earnings per share
for the financial year 2008. The dividend will be paid to shareholders who are
registered on the dividend payout record date of 15 April 2009 in the company's
Shareholder Register kept by Euroclear Finland Ltd. The dividend payout date is
22 April 2009.
Discharge from liability
The members of the Board of Directors and the President of the company were
discharged from liability for the 2008 financial year.
Remuneration of Board members
The annual remuneration payable to the members of the Board was approved as
follows: EUR 20,000 to the Chairman and EUR 15,000 to the other members of the
Board. It was also resolved that the President of the company would not receive
any remuneration for his Board membership.
Board of Directors
The General meeting resolved that the company's Board of Directors consist of
five (5) members. Ami Hasan, Mika Ihamuotila, Joakim Karske, Pekka Lundmark and
Tarja Pääkkönen were re-elected to the Board of Directors until the end of the
next Annual General Meeting.
Election and remuneration of auditor
It was decided that PricewaterhouseCoopers Oy, Authorised Public Accountants,
would continue as the company's regular auditor with Kim Karhu, Authorised
Public Accountant, as chief auditor. It was also resolved that the auditor's fee
would be paid as per invoice.
Amendment of the Articles of Association
The General Meeting decided to amend the Articles 3, 4, 5, 6, 8, 9, 11, 12 and
13 of the Articles of Association according to the proposal of the Board of
Directors. The Articles of Association approved by the General Meeting are
attached to this release.
Constitutive meeting of the Board of Directors
At its constitutive meeting held after the Annual General Meeting, the Board of
Directors elected Pekka Lundmark as Chairman and Mika Ihamuotila as Vice
Chairman of the Board.
Minutes of the Annual General Meeting
The minutes of the General Meeting can be viewed on the company's website
www.marimekko.com under Investors/Financial releases as of 22 April 2009.
MARIMEKKO CORPORATION
Group Communications
Marja Korkeela
Tel. +358 9 758 7238
Fax: +358 9 759 1676
Email: marja.korkeela@marimekko.fi
Distribution:
NASDAQ OMX Helsinki
Principal media
www.marimekko.com
Marimekko, established in 1951, is a leading Finnish textile and clothing design
company renowned for its original prints and colours. The company designs and
manufactures high-quality clothing, interior decoration textiles, bags and other
accessories. Marimekko products are sold in over 40 countries. Products with
Marimekko designs are also manufactured under licence in various countries. In
2008, the company's net sales amounted to EUR 81.1 million. Exports and income
from international operations accounted for 27.0% of the Group's net sales. The
Group employs about 410 people. The company's share is quoted on the NASDAQ OMX
Helsinki Ltd.
APPENDIX
MARIMEKKO CORPORATION'S ARTICLES OF ASSOCIATION AFTER THE CHANGES APPROVED BY
THE ANNUAL GENERAL MEETING
1 The name of the Company is Marimekko Oyj, in English Marimekko Corporation,
and the domicile is Helsinki.
2 The field of operations of the Company consists of designing, manufacture and
importation as well as domestic and foreign trade of clothes, textiles and
interior decoration products. The Company may own and administer real properties
and securities.
3 The Company's shares are registered in the book-entry securities system.
4 The administration and proper organisation of the business of the Company are
the responsibility of the Board of Directors consisting of not less than four
(4) and not more than seven (7) ordinary members. The members of the Board of
Directors shall elect from among themselves the Chairman of the Board of
Directors. The regular term of the members of the Board of Directors shall
expire at the end of the following Annual General Meeting.
5 The Company shall have a President who shall be appointed by the Board of
Directors.
6 The Chairman of the Board of Directors and the President of the Company sign
for the Company, each of them alone; and any two members of the Board of
Directors sign together. The Board of Directors decides on the granting of other
representation rights.
7 The Company shall have one Auditor and, if the Auditor is not a corporation of
Certified Public Accountants, one Deputy Auditor. The Auditor and Deputy Auditor
shall be Certified Public Accountants authorised by the Finnish Central Chamber
of Commerce.
8 The accounting period of the Company is the calendar year.
9 The notice of the General Meeting shall be announced on the Company's website
not earlier than two (2) months and not later than twenty-one (21) days before
the meeting. In addition, the Board of Directors may decide to publish the
notice of the General Meeting in one or more newspapers.
10 The Annual General Meeting shall be held annually within six (6) months of
the end of the financial year.
At the meeting shall be:
presented
1. the financial statements of the Company and the Group, and the report on
operations;
2. the auditors' report;
resolved upon:
3. the approval of the financial statements;
4. the use of the profit shown on the balance sheet;
5. granting release from liability to the members of the Board of Directors and
the President of the Company;
6. the remuneration of the members of the Board of Directors;
7. the number of members of the Board of Directors;
8. the remuneration of the Auditors;
elected:
9. the members of the Board of Directors;
10. one Auditor and, when needed, a Deputy Auditor;
dealt with:
11. any other matters as per the notice of the meeting.
