Authorisations

Musti Group’s General Meeting of Shareholders held on 30 November 2017 authorised the Board of Directors to decide on a share issue for the purpose of the management incentive program and is valid until further notice. The maximum number of new shares issued on the basis of the authorisation is up to 6,000 A2 shares and up to 35,000 P2 shares, amounting to up to 41,000 shares in total.

Musti’s Annual General Meeting of Shareholders held on 23 January 2020 has authorised the Board of Directors to decide on:

A share issue as well as the issuance of special rights entitling to shares. The Board of Directors may, based on the authorisation, 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 Companies Act. The shares may be of any share class of the Company or, after the combination of share classes, the sole share class of the Company. The authorisation concerns both the issuance of new shares as well as the transfer of treasury shares. The total number of shares to be issued shall not exceed 1,500,000 shares, and the issuance of shares and of special rights entitling to shares could also be carried out in deviation from shareholders’ pre-emptive rights (directed issue). The Board of Directors is authorised to resolve on all other terms and conditions of the issuance of shares and of special rights entitling to shares. The authorisation will be effective until the end of the next Annual General Meeting, however no longer than until 23 July 2021.

The acquisition of the Company’s own shares. Based on the authorisation, the total number of shares to be acquired may not exceed 1,500,000 shares. The shares may be of any share class of the Company or, after the combination of share classes, the sole share class of the Company. However, the Company together with its subsidiaries cannot at any moment own more than 10 percent of all the shares of the Company. The Board of Directors decides on the manner of acquiring own shares, and that derivative instruments, among others, may be used in the acquisition. Based on the authorisation, own shares could be acquired at a price formed in public trading on the date of the repurchase or otherwise at a price formed on the market. Furthermore, the acquisition of shares could also be carried out in deviation from the shareholders’ pre-emptive rights (directed acquisition) and that only the unrestricted equity of the Company could be used to acquire own shares on the basis of the authorisation. The authorisation will be effective until the end of the next Annual General Meeting, however no longer than until 23 July 2021.

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