SAMPO PLC STOCK EXCHANGE RELEASE 7 April 2009 at 5.00 pm
DECISIONS OF THE SAMPO PLC ANNUAL GENERAL MEETING
The Annual General Meeting of Sampo plc, held today, decided to distribute a
dividend of EUR 0.80 per share for 2008. The record date for dividend payment is
14 April 2009. The dividend will be paid on 21 April 2009. The Annual General
Meeting adopted the financial accounts for 2008 and discharged the Board of
Directors and the Group CEO and President from liability for the financial year.
The following members were re-elected to the Board of Directors: Tom Berglund,
Anne Brunila, Eira Palin-Lehtinen, Jukka Pekkarinen, Christoffer Taxell, Matti
Vuoria and Björn Wahlroos. Veli-Matti Mattila was elected as new Board member.
At its organisational meeting, the Board elected Björn Wahlroos as Chairman.
The following members were elected to the Nomination and Compensation Committee:
Björn Wahlroos (Chairman), Matti Vuoria (Vice Chairman), Christoffer Taxell,
Anne Brunila and Eira Palin-Lehtinen. Christoffer Taxell (Chairman), Tom
Berglund (Vice Chairman), Jukka Pekkarinen and Veli-Matti Mattila were elected
to the Audit Committee.
The Board of Directors has assessed the independence of its members and
concluded that Berglund, Brunila, Mattila, Palin-Lehtinen, Pekkarinen and Taxell
are non-executive members independent of the company and its major shareholders.
Based on the Board's assessment, Wahlroos and Vuoria are not independent of the
company.
The Annual General Meeting decided to pay the following fees to the members of
the Board of Directors until the close of the 2010 Annual General Meeting: the
Chairman of the Board will be paid EUR 160,000 per year, the Vice Chairman EUR
100,000 per year and the other members EUR 80,000 per year. After deduction of
taxes and similar payments, 50 per cent of the Board members' annual
compensation will be paid in Sampo A shares and the rest in cash.
Board members employed by the company will not be paid a separate fee for Board
work during the validity of the employment or service relationship.
Ernst & Young Oy was elected as Auditor. The Auditor will be paid a fee
determined by a reasonable invoice.
The Annual General Meeting authorised the Board to acquire in one or several
lots a maximum of 50,000,000 Sampo A shares. Shares can be repurchased in other
proportion than the shareholders' proportional shareholdings (private
repurchase). The share price will be no higher than the highest price paid for
Sampo shares in public trading at the time of purchase. The authorisation will
be valid until the close of the next Annual General Meeting, nevertheless not
more than 18 months after AGM's decision.
The Annual General Meeting decided to reduce the share premium account and the
reserve fund on the company's Balance Sheet on 31 December 2008 by transferring
all the funds in the share premium account and reserve fund on the Balance Sheet
on 31 December 2008 to the invested unrestricted equity.
The proposals of the Board of Directors and its Nomination and Compensation
Committee and Audit Committee approved by the Annual General Meeting were
published in a stock exchange release on 11 February 2009. The Board proposals
are also available in their entirety at www.sampo.com
SAMPO PLC
Jarmo Salonen
Head of Investor Relations and Group Communications
For additional information, please contact:
Jarmo Salonen
Head of Investor Relations and Group Communications
Tel. +358 10 516 0030
Maria Silander
Press Officer
Tel. +358 10 516 0031
DISTRIBUTION:
NASDAQ OMX Helsinki
Financial Supervisory Authority
www.sampo.com
The principal media