|Nokian Tyres plc Stock Exchange Bulletin April 3,2002 5.15 pm 1(2)
NOKIAN TYRES PLC ANNUAL GENERAL MEETING, DECISIONS
On April 3,2002, Nokian Tyres Annual General Meeting accepted the profit and loss statement for 2001 and discharged the Board of Directors and the President from liability. A decision was made on a dividend of 0,83 euros per share. The matching date will be 8 April 2002 and the payment date 15 April 2002.
The meeting decided that the Board of Directors will have seven members. Bo-Erik Haglund, Doctor of Science h.c.; Satu Heikintalo, M.Sc (Econ); Olli-Pekka Kallasvuo, Chief Financial Officer, Nokia Group; Matti Oksanen, Managing Director, Fortum Oil and Gas; Hannu Penttilä, Managing Director Stockmann plc; Antti Saarialho, Professor (emer.), and Kim Gran, President and CEO Nokian Tyres plc were elected.
Authorised public accountants KPMG Wideri Oy continue as auditors.
Nokian Tyres' share capital in euros is EUR 17.798.127,40.
In connection with this, the share capital will be raised to EUR 21.164.572,00 by transferring an amount corresponding to the increase in share capital, i.e. EUR 3.366.444,60, from the share premium account to the share capital. No new shares will be issued, nor will the total number of shares change. After the proposed measures have been taken, each share will have a nominal value of two (2) euros.
Section 3 of the Articles of Association will be amended to state that the company’s share capital shall be sixteen million (16.000.000) euros at the minimum and sixty-four million (64.000.000) euros at the maximum, within which limits the share capital may be increased or decreased without amending the Articles of Association.
Section 4 of the Articles of Association will be amended to state that each share shall have a nominal value of two (2) euros.
The Annual General Meeting decided that, due to a change in Section 9 §1, sub-clause 2, of the Companies Act, §12 of the Articles of Association will be amended to state that a shareholder must register his attendance in the Shareholders' Meeting with the company, on a date set in the invitation the latest, which date may be ten days prior to the Shareholders' Meeting the earliest.
The Annual General Meeting authorised The Nokian Tyres Board of Directors, to decide upon increasing the share capital with one or more rights issues. The Board of Directors may also deviate from the shareholders' pre-emptive subscription right, provided there is a weighty financial reason of the company referred to in chapter 4 §2a of the Companies Act.
The share capital of the company can be increased by a maximum of EUR 4 million throught the shares issues included in the authorisation.
A maximum of 2,000,000 new shares can be issued each bearing a nominal value of EUR 2.00. At the same time any other effective authorisations upon increasing the share capital are nullified.
Vice President, Public Information
Further information: Mr. Kim Gran, President and CEO,
tel. +358 3 340 7336.
Distribution: Hex and major media