Stock Exchange Release
DECISIONS MADE BY THE ANNUAL GENERAL MEETING
Stonesoft Corporation Stock Exchange Release April 13, 2011 at 5:00 p.m.
The Annual General Meeting (AGM) of Stonesoft Corporation held on
April 13, 2011 confirmed the financial statements of the fiscal year 1.1.2010-31.12.2010 and
granted release from liability for the members of the Board of Directors and the Chief Executive
Officer (CEO). AGM decided, according to the proposal of the Board of Directors, not to pay any
dividend for the fiscal year 1.1.2010-31.12.2010.
AGM confirmed the number of Board members to be five and re-elected Ilkka Hiidenheimo, Jukka
Manner, Timo Syrjälä and Hannu Turunen as a Board member and Harri Koponen 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). In addition it was decided that the Board members who belong to the
main shareholders of Stonesoft Corporation will not be granted option rights as remuneration and
the CEO of the company will not be paid any remuneration for his work at the Board.
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.
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 12,600,000 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 2012 AGM. This authorization supersedes the authorization granted by the AGM in the previous year.
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 Ltdwww.stonesoft.com
Wednesday, April 13, 2011
