SAMPO PLC STOCK EXCHANGE RELEASE 27 April 2017 at 7:20
Decisions of Sampo plc's Annual General Meeting
The Annual General Meeting of Sampo plc, held today on 27 April 2017,
decided to distribute a dividend of EUR 2.30 per share for 2016. The
record date for dividend payment is 2 May 2017 and the dividend will be
paid on 9 May 2017. The Annual General Meeting adopted the financial
accounts for 2016 and discharged the Board of Directors and the Group
CEO and President from liability for the financial year.
The Annual General Meeting elected eight members to the Board of
Directors. The following members were re-elected to the Board: Christian
Clausen, Jannica Fagerholm, Adine Grate Axén, Veli-Matti Mattila,
Risto Murto, Eira Palin-Lehtinen, Per Arthur Sørlie and Björn
Wahlroos. The Members of the Board were elected for a term continuing
until the close of the next Annual General Meeting.
At its organizational meeting, the Board elected Björn Wahlroos as
Chairman and Eira Palin-Lehtinen as Vice-chairperson. Veli-Matti Mattila,
Risto Murto, Eira Palin-Lehtinen and Björn Wahlroos (Chairman) were
elected to the Nomination and Compensation Committee and Jannica
Fagerholm (Chairman), Christian Clausen, Adine Grate Axén and Per
Arthur Sørlie to the Audit Committee.
All the Board members have been determined to be independent of the
company and of the major shareholders under the rules of the Finnish
Corporate Governance Code 2015. The curriculum vitaes of the Board
Members are available at www.sampo.com/board.
The Annual General Meeting decided to pay the following fees to the
members of the Board of Directors until the close of the 2018 Annual
General Meetingthe Chairman of the Board will be paid an annual fee of
EUR 175,000, the Vice Chairperson of the Board and the Chairperson of
the Audit Committee will be paid EUR 115,000, the members of the Audit
Committee will be paid EUR 96,000 and the other members of the Board of
Directors will be paid EUR 90,000 each. A Board member shall in
accordance with the resolution of the Annual General Meeting acquire
Sampo plc's A shares at the price paid in public trading for 50 per cent
of his/her annual fee excluding taxes and similar payments. In
determining the proposed fees, the Committee has considered the
significant increase in the use of time required from a Board member as
a result of, in particular, the increase in reporting in the finance
industry and in the industry-specific regulation by the authorities.
Annual fees payable to the Board members were increased for the first
time since 2008.
Ernst & Young Oy was elected as Auditor. The Auditor will be paid a fee
determined by an invoice approved by Sampo. Kristina Sandin, APA, will
act as the principally responsible auditor.
Based on the proposal made by a shareholder and the Board of Directors,
the AGM made the decision on the forfeiture of the share certificates
that were still in the joint account and the rights carried by the
shares. The forfeiture concerns the paper shares that are still in the
joint account with regard to which the registration of shareholder
rights in the book-entry system has not been requested prior to the
resolution by the AGM on 27 April 2017 at 2 pm. The decision does not
apply to shares whose transfer into the book-entry system has been
validly requested by the aforementioned deadline and whose request for
conversion after the conversion period will be finalized by 31 October
2017. The company's Board of Directors will cancel the treasury shares
to be held by the company as a result of the forfeiture. Approximately
98.9 per cent of the votes cast at the AGM were in favor of the proposal
for the forfeiture of the share certificates that were still in the
joint account and the rights carried by the shares.
The Annual General Meeting authorized the Board to repurchase a maximum
of 50,000,000 Sampo A shares. The price paid for the shares repurchased
under the authorization shall be based on the current market price of
Sampo A shares on the securities market. The authorization will be valid
until the close of the next Annual General Meeting, nevertheless not
more than 18 months after AGM's decision.
There were 3,105 shareholders represented at the beginning of the
meeting holding altogether 373,911,948 shares and 378,711,948 votes in
The proposals approved by the Annual General Meeting were published in
stock exchange releases on 8 February 2017. Proposals are available in
their entirety at www.sampo.com/agm.
The minutes of the Annual General Meeting will be available for viewing
at www.sampo.com/agm and at Sampo plc's head office at Fabianinkatu 27,
Helsinki, Finland, on 11 May 2017 at the latest.
Head of Investor Relations and Group Communications
tel. +358 10 516 0030
tel. +358 10 516 0031
London Stock Exchange
The principal media
Financial Supervisory Authority
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
Source: Sampo Oyj via Globenewswire
(END) Dow Jones Newswires
April 27, 2017 12:35 ET (16:35 GMT)