Stock Exchange Release
DECISIONS MADE BY THE ANNUAL GENERAL MEETING
Stonesoft Corporation Stock Exchange Release April 22, 2010 at 4:20 p.m.
The Annual General Meeting (AGM) of Stonesoft Corporation held on
April 22, 2010 confirmed the financial statements of the fiscal year 1.1.2009-31.12.2009 and
granted release from liability for the members of the Board of Directors and the Managing Director
(CEO). AGM decided, according to the proposal of the Board of Directors, not to pay any dividend
for the fiscal year 1.1.2009-31.12.2009.
AGM confirmed the number of Board members to be five and re-elected Ilkka Hiidenheimo, Timo
Syrjälä, Hannu Turunen and Matti Viljo as a Board member and Jukka Manner as a new Board member.
The compensation for the Board members was set to EUR 2,000 per month and 15.000 option-rights
under Stock Option-program 2008 (7.500 options in categories C and D) and for the Chairman of the
Board to EUR 4,000 per month and 15.000 option-rights under Stock Option-program 2008 (7.500
options in categories C and D). It was further decided that the Board members who are the main
shareholders in the company will not receive compensation.
Authorized public accountants Ernst & Young Oy with authorized public accountant Bengt
Nyholm as the main responsible auditor was elected as the auditor of the company.
Article 8 of the Articles of Association with respect to notice period and delivery of notice
was amended so that a notice to a General Meeting shall be issued on the company’s website not
earlier than three (3) calendar months and not later than three (3) weeks before the General
Meeting, but in any case at least nine (9) days before the record date of the General Meeting. The
Board of Directors can, within in its discretion, also publish the notice in one selected
newspaper.
Decision on authorization
It was decided that the General Meeting will authorize the Board of Directors to decide on the issuance of shares, options and other special rights, in one or several issues, so that the total number of new shares may be 11,450,000 at the maximum.Based on the authorization the Board of Directors may decide on issuance of shares to the shareholders according to the shareholders´ pre-emptive subscription rights as well as in a directed issuance of shares or stock options or other special rights in deviation from the shareholders´ pre-emptive subscription rights in case the deviation is justified by a weighty financial reason for the company, such as financing of an acquisition, other arrangement concerning the business of the company or development of its capital structure, or incentive to the company's personnel.
The Board of Directors will be authorized to decide on other terms and conditions related to the share issues and to the issuance of option or other special rights. The authorization is in force until the end of the 2011 AGM.
Stonesoft Corporation
Ilkka Hiidenheimo
Chief Executive Officer
For further information, please contact:
CEO Ilkka Hiidenheimo, Stonesoft CorporationTel. +358 9 47 67 11
ilkka.hiidenheimo@stonesoft.com
Distribution:
NASDAQ OMX Helsinki LtdMain media
www.stonesoft.com
Thursday, April 22, 2010
