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    PKC1V   FI0009006381

PKC GROUP OYJ

(PKC1V)
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PKC : Resolutions of PKC Group Plc's Annual General Meeting and Board of Directors

04/01/2015 | 07:38pm EDT
PKC Group Plc      Company Announcement        1 April 2015 3.00 p.m.

Resolutions of PKC Group Plc's Annual General Meeting and Board of Directors



The Annual General Meeting of PKC Group Plc held on 1 April 2015 adopted the
financial statements and resolved to pay a dividend of EUR 0.70 per share. The
Board members and the CEO were discharged from liability for 2014. The General
Meeting also resolved on the election and remuneration of the Board of
Directors and the Auditor as well as on the authorisation to the Board of
Directors to decide on repurchase of own shares in accordance with Board's
proposals. 



Dividend



The Annual General Meeting resolved to pay, in accordance with Board's
proposal, a dividend of EUR 0.70 per share. Dividend will be paid to
shareholders who on the record date on 7 April 2015 are registered as
shareholders in the Company's shareholders' register maintained by Euroclear
Finland Ltd. The payment date is 14 April 2015. 



Discharge from liability



The Board members and the CEO were discharged from liability for 2014.



Board of Directors and Auditor



The Annual General Meeting resolved, in accordance with Board's proposal, to
confirm the number of Board members to be 7 and to re-elect Reinhard Buhl,
Wolfgang Diez, Shemaya Levy, Mingming Liu, Robert Remenar, Matti Ruotsala and
Jyrki Tähtinen as Board members. 



Authorised public accounting firm KPMG Oy Ab, which has announced Virpi
Halonen, APA, to be the Auditor with principal responsibility, was selected as
auditor in accordance with Board's proposal. 



Board's and Auditor's fees were resolved to be paid in accordance with Board's
proposal. 



Authorisation to the Board of Directors to decide on the repurchase of own
shares 



The Annual General Meeting resolved, in accordance with Board's proposal, to
authorize the Board of Directors to resolve to repurchase a maximum of 530,000
shares in the Company by using funds in the unrestricted shareholders' equity.
The number of shares corresponds 2.2 per cent of all shares of the Company. 



The price paid for the shares repurchased shall be based on the market price of
the Company´s shares in public trading. The minimum price to be paid would be
the lowest market price of the share quoted in public trading during the
authorization period and the maximum price the highest market price quoted
during the authorization period. 



Own shares can be repurchased otherwise than in proportion to the shareholdings
of the shareholders (directed repurchase). The authorization is used for
purposes determined by the Board of Directors, among other things, for the
Company's incentive plans. The authorization is effective until next Annual
General Meeting of Shareholders, however, at most until 30 September 2016. 



Organisation of the Board of Directors



In the Board of Directors' organisation meeting Matti Ruotsala was appointed as
the Chairman and Robert Remenar as Vice-Chairman. The Board evaluated the
independence of its members and, according to evaluation, all directors are
independent of the company and of its significant shareholders. 



In the Board of Directors' organisation meeting Shemaya Levy was elected as the
chairman of the Audit Committee and Wolfgang Diez, Mingming Liu and Jyrki
Tähtinen as members. The Board also elected Matti Ruotsala as chairman of the
Nomination and Remuneration Committee and Reinhard Buhl and Robert Remenar as
members. 



Documents



The documents of the General Meeting are available on the Company's website at
www.pkcgroup.com. The minutes of the meeting will be available on the
above-mentioned website as from 15 April 2015 at the latest. 





PKC Group Plc

Board of Directors



Matti Hyytiäinen

President & CEO





For additional information, contact:

Matti Hyytiäinen, President & CEO, PKC Group Plc, +358 400 710 968





Distribution

Nasdaq Helsinki

Main media

www.pkcgroup.com





PKC Group is a global partner, designing, manufacturing and integrating
electrical distribution systems, electronics and related architecture
components for the commercial vehicle industry and other selected segments. The
Group has production facilities in Brazil, China, Estonia, Finland, Germany,
Lithuania, Mexico, Poland, Russia, Serbia and the USA. The Group's revenue in
2014 totalled EUR 829.2 million. PKC Group Plc is listed on Nasdaq Helsinki.
           
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ę Publicnow 2015
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