Authorisations

Authorisation to decide on the acquisition of treasury shares

The Annual General Meeting authorised the Board of Directors to decide on the acquisition of the company’s own shares using the company’s unrestricted equity. The acquisition of shares will reduce the company’s distributable equity.

The Board of Directors is authorised to acquire a maximum of 6,049,957 shares in the company, so that the number of shares acquired on the basis of authorisations when combined with the shares already owned by the company and its subsidiaries does not at any given time exceed a total of 6,049,957 shares, which constitutes 10% of all shares in the company.

The maximum of 6,049,957 of the shares to be acquired on the basis of this authorisation may be acquired in public trading arranged by Nasdaq OMX Helsinki Oy at the market price at the moment of acquisition as well as a maximum of 500,000 shares issued on the basis of incentive schemes to individuals employed by SRV Group without consideration or for no more than the price that an individual within the sphere of an incentive scheme is obliged to convey a share, the maximum being, however, 6,049,957 shares.

The aforementioned authorisations include the right to acquire own shares otherwise than in proportion to the holdings of shareholders. Shares acquired on the basis of this authorisation may be acquired in one or more instalments.

 

The company’s own shares may be acquired for use e.g. as payment in corporate acquisitions, when the company acquires assets relating to its business, as part of the company’s incentive schemes or to be otherwise conveyed, held or cancelled. The Board of Directors shall decide on other terms relating to the acquisition of shares.

The authorisations described above shall be in force for 18 months from the decision of the Annual General Meeting and they cancel the authorisation granted by the Annual General Meeting to the Board of Directors on 23 March 2017.