Kemira's AGM: Pekka Paasikivi reelected as chairman of the Board of Directors

(Stock Exchange Release)

 

The Kemira Oyj Annual General Meeting of March 19, 2008 confirmed a per-share dividend of 0.50 EUR for the 2007 financial year. The AGM reelected members Elizabeth Armstrong, Juha Laaksonen, Ove Mattsson, Pekka Paasikivi and Kaija Pehu-Lehtonen to the Board of Directors and Jukka Viinanen and Jarmo Väisänen were elected as new members. Pekka Paasikivi was elected to continue as the Board’s chairman and Jukka Viinanen was elected as vice-chairman.

 

The Annual General Meeting resolved that a per-share dividend of 0.50 EUR will be paid for financial year 2007. The dividend will be paid to a shareholder who is registered in the Company’s Shareholder Register maintained by the Finnish Central Securities Depository Ltd on the date of record, March 26, 2008 and the dividend will be paid out on April 2, 2008.

 

 

Since the Managing Director of the Company is called President & CEO, the AGM decided that Article 4 of the current Articles of Association be amended such that references to the Finnish titles “pääjohtaja” (English translation in the current Articles of Association “Chief Executive Officer”) and “varapääjohtaja” (English translation in the current Articles of Association “Deputy Chief Executive Officer”) will be deleted.

 

 

The Annual General Meeting authorized the Board of Directors to decide upon repurchase of a maximum of 2,397,515 of the company’s own shares (“share repurchase authorization”).

 

Shares will be repurchased by using unrestricted equity either through a direct offer with equal terms to all shareholder at a price determined by the Board of Directors or otherwise than in proportion to the existing shareholdings of the company’s shareholders in public trading on the OMX Nordic Exchange Helsinki Oy (“the stock exchange”) at the market price quoted at the time of the repurchase. Shares shall be acquired and paid for in accordance with the rules of stock exchange and the Finnish Central Securities Depository Ltd.

 

Shares may be repurchased to be used in implementing or financing mergers and acquisitions, developing the company’s capital structure, improving the liquidity of the company’s shares, or implementing the company’s share-based incentive plan. In order to realize the aforementioned purposes the shares acquired may be retained, transferred further, or cancelled by the company.

 

The Board of Directors will decide upon other terms related to share repurchase.

 

The share repurchase authorization is valid until the end of the next Annual General Meeting.

 

 

The Annual General Meeting authorized the Board of Directors to decide to issue a maximum of 12,500,000 new shares and transfer a maximum of 6,252,250 own shares held by the company (“share issue authorization”).

  

The new shares may be issued and the company’s own shares held by the company may be transferred either against payment or, as part of the implementation of the company’s share-based incentive plan, without payment.

 

Said new shares may be issued and said company’s own shares held by the company may be transferred to the company’s shareholders in proportion to their current shareholdings in the company, or through a directed share issue if the company has a weighty financial reason to do so, such as financing or implementing mergers and acquisitions, developing its capital structure, improving the liquidity of the company’s shares or if this is justified for the purpose of implementing the company’s share-based incentive plan. The directed share issue may be carried out without payment only in connection with the implementation of the company’s share-based incentive plan.

 

The subscription price for new shares shall be recognized under the unrestricted equity capital fund. The consideration payable for the company’s own shares shall be recognized under the unrestricted equity capital fund.

 

The Board of Directors will decide upon other terms related to share issues.

 

The share issue authorization is valid until the end of the next Annual General Meeting.

 

 

The Annual General Meeting elected seven members to the Board of Directors. Present members Elizabeth Armstrong, Juha Laaksonen, Ove Mattsson, Pekka Paasikivi and Kaija Pehu-Lehtonen were reelected and Jukka Viinanen and Jarmo Väisänen were elected as new members of the Board of Directors. Pekka Paasikivi was elected to continue as the chairman of the Board of Directors and Jukka Viinanen was elected as vice-chairman.

 

Jukka Viinanen (b. 1948) is currently the chairman of the Board of Directors of Rautaruukki Corporation. Previously he was the President and CEO of Orion Corporation, in 2000-2007, and he was the President and CEO of Neste Corporation in 1997-1999, also holding executive and Board positions there in 1990-1999.

 

Jarmo Väisänen, Senior Financial Counselor (b. 1951) is a member of the Management Board of the Ownership Steering Department at the Prime Minister’s Office and the second deputy to the Director General. Väisänen is currently the vice-chairman of the Board of Directors of Sponda Oyj and Edita Oyj. He previously was the vice-chairman of the Board of Directors of Kapiteeli Oyj (1999-2006) and of Solidium Oyj (1996-2004).

 

 

The Annual General Meeting elected KPMG Oy Ab, Authorized Public Accountants, to serve as the company’s auditor, with Pekka Pajamo, Authorized Public Accountant, acting as chief auditor.

 

 

Kemira Oyj

Timo Leppä, Executive Vice President, Group Communications

 

  

 

Kemira Oyj

Jukka Hakkila

Group General Counsel

Cell: +358 40 544 2303

 

Timo Leppä

Executive Vice President, Group Communications

Cell: +358 50 301 6800

 

 

 

Kemira is seeking to be a group of global and leading chemical businesses with unique positions in selected customer segments. Kemira’s four business areas: Kemira Pulp&Paper, Kemira Water, Kemira Specialty and Kemira Coatings provide customers with complete solutions, expertise and premium quality products. Kemira serves the pulp and paper industry, water treatment, paint business and chemical industry.

 

In 2007, Kemira recorded revenue of approximately EUR 2.8 billion and had a staff of 10,000. Kemira operates in 40 countries.