PKC Group Plc Company Announcement 5 April 2017 3.20 p.m.
Resolutions of PKC Group Plc’s Annual General Meeting and Board of Directors
The Annual General Meeting of PKC Group Plc held on 5 April 2017 adopted the financial statements and resolved not to pay dividend. The Board members and the CEO were discharged from liability for 2016. The General Meeting also resolved on the election and remuneration of the Board of Directors and the Auditor.
Dividend
As a result of the fulfilment of all conditions to complete MSSL Estonia WH OÜ’s [a wholly-owned indirect subsidiary of Motherson Sumi Systems Limited] voluntary recommended public tender offer, the Board’s conditional dividend proposal had lapsed and the Annual General Meeting resolved not to pay dividend.
Discharge from liability
The Board members and the CEO were discharged from liability for 2016.
Board of Directors and Auditor
The Annual General Meeting resolved to confirm the number of Board members to be 6 and to re-elect Robert Remenar and Matti Ruotsala as Board members and Vivek Chaand Sehgal, Andreas Heuser, Pankaj Mital and Gaya Nand Gauba as new members.
Audit firm Ernst & Young Oy, which has announced Jari Karppinen, Authorized Public Accountant, to be the Auditor with principal responsibility, was selected as auditor.
Board’s and Auditor’s fees were resolved to be paid in accordance with the proposals with the amendment that any Board members that are in employment or service relationship to Motherson Sumi Systems Ltd or its affiliates [other than PKC] are only entitled to the reimbursement of the travel and accommodation expenses.
Organisation of the Board of Directors
In the Board of Directors’ organisation meeting Matti Ruotsala was appointed as the Chairman and Pankaj Mital as Vice-Chairman. The Board evaluated the independence of its members and, according to evaluation, all directors are independent of the company and two are independent of its significant shareholders.
In the Board of Directors’ organisation meeting Matti Ruotsala was elected as the chairman of the Audit Committee and Gaya Nand Gauba and Pankaj Mital as members. The Board elected Andreas Heuser as chairman of the Remuneration Committee and Robert Remenar and Pankaj Mital as members.
Documents
The documents of the General Meeting are available on the Company’s website at www.pkcgroup.com. The minutes of the meeting will be available on the above-mentioned website as from 19 April 2017 at the latest.
PKC Group Plc
Board of Directors
Matti Hyytiäinen
President & CEO
For additional information, contact:
Matti Hyytiäinen, President & CEO, PKC Group Plc, +358 400 710 968
Distribution
Nasdaq Helsinki
Main media
www.pkcgroup.com
PKC Group is a global partner, designing, manufacturing and integrating electrical distribution systems, electronics and related architecture components for the commercial vehicle industry, rolling stock manufacturers and other selected segments. The Group has production facilities in Brazil, China, Germany, Lithuania, Mexico, Poland, Russia, Serbia and the USA. The Group's revenue from continuing operations in 2016 totalled EUR 846 million. PKC Group Plc is listed on Nasdaq Helsinki.