Adoption of the financial statements
The AGM adopted the financial statements for the financial year 2023 and resolved to grant the members of the Board of Directors and President and CEO discharge from liability for the financial year
Dividend for 2023
The AGM resolved to approve the Board of Directors' proposal to pay a dividend of
The first dividend installment of
Composition of the Board of Directors
The AGM resolved to elect nine members to the Board of Directors. All current members of the Board,
The AGM resolved to re-elect
Remuneration of the Board of Directors
The AGM resolved that the members of the Board of Directors will be paid the following fixed annual remuneration:
- Chair:
EUR 171,000 - Vice Chair:
EUR 87,000 - Other members:
EUR 70,500 each
The additional remuneration to be paid for the members of the Board of Directors that were elected as members of the Board's committees was decided as follows:
EUR 25,500 for the Chair of theAudit and Risk Committee EUR 10,700 each for the other members of theAudit and Risk Committee EUR 13,000 for the Chair of theRemuneration and HR Committee EUR 5,350 each for the other members of theRemuneration and HR Committee .
As a condition for the annual remuneration, the Board members are obliged, directly based on the AGM's decision, to use 20 or 40 percent of their fixed total annual remuneration for purchasing Metso shares from the market at a price formed in public trading, and that the purchase will be carried out within two weeks from today.
Meeting fees
The AGM also resolved to approve the following meeting fees for each Board and committee meeting:
Auditor and sustainability reporting assurance provider
Authorized public accounting firm
Authorization to repurchase the Company's own shares
The AGM resolved to authorize the Board of Directors to decide on the repurchase of an aggregate maximum of 82,000,000 of Metso's own shares, which corresponds to approximately 9.9 percent of all shares. However, the company together with its subsidiaries cannot at any moment own more than 10 percent of all the shares of the company.
Own shares may be repurchased based on this authorization only by using unrestricted equity. Own shares can be repurchased at a price formed in trading on regulated market on the date of the repurchase or otherwise at a price formed on the market. The Board of Directors is entitled to resolve how shares are repurchased. Own shares may be repurchased otherwise than in proportion to the shares held by the shareholders (directed repurchase).
The authorization is in force until the closing of the Annual General Meeting 2025.
Authorization to issue shares and special rights entitling to shares
The AGM resolved to authorize the Board of Directors to decide on the issuance of shares and the issuance of special rights entitling to shares referred to in Chapter 10, Section 1 of the Finnish Limited Liability Companies Act as follows: The number of shares to be issued on the basis of this authorization shall not exceed an aggregate maximum of 82,000,000 shares, which corresponds to approximately 9.9 percent of all shares.
The Board of Directors is entitled to decide on all terms of the issuance of shares and of special rights entitling to shares and it is entitled to deviate from the shareholders' pre-emptive subscription rights (directed issue). This authorization applies to both the issuance of new shares and the conveyance of own shares held by the company.
The authorization is in force until the closing of the Annual General Meeting 2025.
Authorizing the Board of Directors to resolve on donations
The Annual General Meeting resolved to authorize the Board of Directors to decide on donations in the aggregate maximum amount of
The minutes of the AGM will be available on the company's website at metso.com/agm on
Further information:
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www.metso.com
Metso is a frontrunner in sustainable technologies, end-to-end solutions and services for the aggregates, minerals processing and metals refining industries globally. We improve our customers' energy and water efficiency, increase their productivity, and reduce environmental risks with our product and service expertise. We are the partner for positive change.
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