ASPOCOMP GROUP OYJ STOCK EXCHANGE RELEASE January 19, 2007 at 1:40 PM
ASPOCOMP’S EXTRAORDINARY GENERAL MEETING: AUTHORIZATION FOR SHARE ISSUE, NEW
Aspocomp Group Oyj’s Extraordinary General Meeting of January 19, 2007, has
authorized the Board to decide on issuing 50,000,000 new shares and conveying the
200,000 Aspocomp shares held by the company. The Meeting also changed the number
of the Board members to seven and elected Johan Hammarén, Tapio Hintikka and Kari
Vuorialho as new members of the Board, with effect from January 19, until the
Annual Shareholders’ Meeting held on March 21, 2007. Gustav Nyberg and Roberto
Lencioni have resigned the Board with effect from January 19, 2007.
Based on the authorization, the Board has a right to issue a maximum of
50,000,000 new shares and convey a maximum of 200,000 company’s own shares
either against payment or for free to the company’s shareholders in proportion to
their holding, or by means of a directed issue, waiving the pre-emptive
subscription right of shareholders, if there is a weighty financial reason for
the company to do so. The directed issue can be a free issue only if there is an
especially weighty reason for the company to do so, taking the interests of all
shareholders into account.
The authorization also includes the right to receive new shares in the company or
own shares held by the company against payment. The share subscription price will
be paid either in cash or the subscriber’s receivables will be offset against the
subscription price. In addition, the authorization includes the right to decide
on a free issue to the company itself. The number of such shares can amount to a
maximum of one-tenth of all the company’s shares.
The Board of Directors has the right to decide on other particulars of the share
issues. The authorization is valid for two years from the date of the decision of
the General Meeting.
In addition, the Meeting decided to amend the current Articles of Association
such that Article 3, which concerns the minimum and maximum share capital,
Article 4, which concerns the number of shares, and Article 16, which concerns
the redemption obligation, were deleted. In addition, the numbering of Articles
5, 9, 13 and 15 of the Articles of Association was changed. The Articles were
amended to read in a way specified in the invitation to the company’s
Extraordinary General Meeting, published as a stock exchange release on December
Further details regarding the decisions of the Meeting can be found in the
invitation to the company’s Extraordinary General Meeting, published as a stock
exchange release on December 22, 2006.
For further information, please contact Maija-Liisa Friman, CEO,
tel. +358 9 7597 0711.
ASPOCOMP GROUP OYJ
President and CEO
The Nordic Exchange