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Resolutions of the Annual General Meeting of Valmet Oyj

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The Annual General Meeting of Valmet Oyj was held in Helsinki today. The Annual General Meeting adopted the Financial Statements for 2016 and discharged the members of the Board of Directors and the President and CEO from liability for the 2016 financial year. The Annual General Meeting approved the Board of Directors’ proposals concerning authorizing the Board to decide on repurchasing company shares and to resolve on the issuance of shares and the issuance of special rights entitling to shares.

Dividend payment

The Annual General Meeting decided to pay dividends of EUR 0.42 per share for the financial period ended on December 31, 2016. The dividend shall be paid to shareholders who on the dividend record date of March 27, 2017 are registered in the company’s shareholders’ register held by Euroclear Finland Ltd. The dividends will be paid on April 6, 2017.

Composition of the Board of Directors

The Annual General Meeting confirmed the number of Board members as seven and appointed Bo Risberg as Chairman of Valmet Oyj’s Board and Jouko Karvinen as Vice Chairman. Eriikka Söderström was appointed as a new member of the Board. Lone Fønss Schrøder, Rogério Ziviani, Aaro Cantell and Tarja Tyni will continue as members of the Board. The term of office of the members of the Board of Directors expires at the end of the next Annual General Meeting.

Remuneration of the Board of Directors

The Annual General Meeting resolved that the Chairman of the Board would be paid EUR 100,000, the Vice Chairman EUR 60,000 and the other members of the Board EUR 48,000 each as annual remuneration. Furthermore, the Annual General Meeting decided that a base fee of EUR 7,000 shall be paid for each member of the Audit Committee, EUR 14,000 for the Chairman of the Audit Committee, EUR 4,000 for each member of the Remuneration and HR Committee, and EUR 6,000 for the Chairman of the Remuneration and HR Committee. In addition, for each meeting of the Board of Directors or the committees of the Board of Directors, a fee of EUR 700 will be paid to the members of the Board that reside in the Nordic countries, a fee of EUR 1,400 will be paid to the members of the Board that reside in other European countries and a fee of EUR 2,800 will be paid to the members of the Board that reside outside Europe.

The Annual General Meeting resolved that, as a condition for the annual remuneration, the members of the Board of Directors be obliged, directly based on the Annual General Meeting’s decision, to use 40 percent of the fixed annual remuneration for purchasing Valmet Oyj shares on the market at a price formed in public trading at Nasdaq Helsinki’s stock exchange list and that the purchase will be carried out within two weeks from the publication of the Interim Review for the period January 1, 2017 to March 31, 2017.

Election of the auditor

PricewaterhouseCoopers Oy, authorized public accountants, was appointed as the company’s auditor for a term expiring at the end of the next Annual General Meeting. The responsible auditor will be Jouko Malinen, APA.

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