KESKO CORPORATION STOCK EXCHANGE RELEASE 31.03.2008 AT 15.30 1(3)
Kesko Corporation's Annual General Meeting today adopted the financial statements for 2007 and discharged the Board of Directors' members and the Managing Director from liability. The Annual General Meeting also decided to distribute €1.60 per share as dividends, as proposed by the Board of Directors. A total of 1,043 shareholders attended the Annual General Meeting.
The Annual General Meeting handled the matters specified for the Annual General Meeting in accordance with the Articles of Association.
Decisions of the Annual General Meeting
Adoption of financial statements
The Annual General Meeting adopted Kesko Corporation's financial statements for 2007 which include consolidated financial statements.
The Annual General Meeting adopted Kesko Corporation's financial statements for 2007 which include consolidated financial statements.
Use of profit
In accordance with the Board of Directors' proposal, the Annual General Meeting decided to pay a dividend of €1.60 per share on Kesko Corporation's shares, or a total amount of €156 428 592,00. The record date for dividend distribution is 3 April 2008 and the pay date is 10 April 2008.
In accordance with the Board of Directors' proposal, the Annual General Meeting decided to pay a dividend of €1.60 per share on Kesko Corporation's shares, or a total amount of €156 428 592,00. The record date for dividend distribution is 3 April 2008 and the pay date is 10 April 2008.
The dividends shall be paid to shareholders registered in the Kesko Corporation's register of shareholders kept by the Finnish Central Securities Depository Ltd on the record date for dividend distribution, 3 April 2008. Because the registration practice takes three banking days, the dividends shall be paid to those who hold the shares at the end of 31 March 2008, the date of the Annual General Meeting. Consequently, dividends on shares traded on the date of the Annual General Meeting shall be paid to buyers.
Further in accordance with the Board of Directors' proposal for profit distribution, €300,000.00 were reserved for charitable donations at the discretion of the Board of Directors. €774 523 860,88 were left in non-restricted equity.
Discharge from liability
The Annual General Meeting discharged the Board of Directors' members and the Managing Director from liability for the financial year 2007.
The Annual General Meeting discharged the Board of Directors' members and the Managing Director from liability for the financial year 2007.
Board of Directors
The Annual General Meeting decided to leave the number of Board members unchanged at seven (7).
The Annual General Meeting decided to leave the number of Board members unchanged at seven (7).
The members of the Board of Directors elected by the Annual General Meeting of 27 March 2006 are retailer Pentti Kalliala, Ilpo Kokkila, Executive Vice President Maarit Näkyvä, Seppo Paatelainen, Keijo Suila, retailer Jukka Säilä and retailer Heikki Takamäki. The term of office of each Board member, in accordance with the Articles of Association, is three (3) years with the term starting at the close of the General Meeting electing the member and expiring at the close of the third (3rd) Annual General Meeting after the election (in 2009).
The Annual General Meeting decided to leave the Board members' fees unchanged. The Board members' fees confirmed by the Annual General Meeting are as follows:
Monthly fees:
|
|
fee/mo, € |
|
Chairman of the Board of Directors |
5,000 |
|
Deputy Chairman of the Board of Directors |
3,500 |
|
Board member |
2,500 |
Meeting fees:
|
|
fee/meeting, € |
|
Fee for a Board of Directors' meeting |
500 |
|
Fee for a Committee meeting |
500 |
|
Fee to the Committee Chairman for a
Committee meeting, unless he/she also
acts as Chairman or Deputy Chairman
of the Board of Directors |
1,000 |
In addition, daily allowances and compensation for travelling expenses are paid to the members of the Board of Directors and those of the Board of Directors' Committees in accordance with the general travel rules of Kesko.
Auditor
The auditor elected for the company by the Annual General Meeting is Authorised Public Accountants PricewaterhouseCoopers Oy, with Johan Kronberg, APA, as the auditor with principal responsibility. The auditor's fee and compensation are paid as per invoice.
The auditor elected for the company by the Annual General Meeting is Authorised Public Accountants PricewaterhouseCoopers Oy, with Johan Kronberg, APA, as the auditor with principal responsibility. The auditor's fee and compensation are paid as per invoice.
Effect of the dividend on Kesko Corporation's option schemes
The dividend decided by the Annual General Meeting reduces the subscription prices of shares subscribed for with the 2003D, 2003E and 2003F stock options of Kesko Corporation's year 2003 scheme and with the 2007A stock options of year 2007 scheme in accordance with the terms and conditions of the schemes.
The dividend decided by the Annual General Meeting reduces the subscription prices of shares subscribed for with the 2003D, 2003E and 2003F stock options of Kesko Corporation's year 2003 scheme and with the 2007A stock options of year 2007 scheme in accordance with the terms and conditions of the schemes.
As from 3 April 2008, the record date for the payment of dividends, the prices of new B shares subscribed for with the above stock options shall be as follows:
|
Option |
ISIN code |
B share subscription price |
Exercise period |
Trading symbol |
|
2003D |
FI0009609317 |
€2.00 |
1.4.2005-30.4.2008 |
KESBVEW103 |
|
2003E |
FI0009609325 |
€8.99 |
1.4.2006-30.4.2009 |
KESBVEW203 |
|
2003F |
FI0009609333 |
€14.88 |
1.4.2007-30.4.2010 |
KESBVEW303 |
|
2007A |
FI0009637201 |
€44,22 |
1.4.2010-30.4.2012 |
KESBVEW107 |
The Board of Directors' proposals to the Annual General Meeting were published in a stock exchange release on 5 February 2008. The notice of the Annual General Meeting was also published in a stock exchange release on 25 February 2008.
Further information is available from Arja Talma, Senior Vice President, CFO, telephone +358 1053 22113.
Kesko Corporation
Harri Utoslahti
Communications Manager
Communications Manager
DISTRIBUTION
Helsinki Stock Exchange
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Helsinki Stock Exchange
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