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YIT Oyj — Share Issue/Capital Change 2008
Oct 6, 2008
3249_egm_2008-10-06_cd8f7374-407b-4405-995f-b9d8e9b44891.pdf
Share Issue/Capital Change
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AUTHORIZATION OF THE BOARD OF DIRECTORS TO DECIDE ON THE PURCHASE OF THE COMPANY'S OWN SHARES AND ON THE DISPOSAL OF TREASURY SHARES
Proposal by the Board of Directors to the Extraordinary General Meeting on authorizing the Board to decide on the purchase of a maximum of 12,722,342 company shares using the company's unrestricted equity under the following terms and conditions:
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- The own shares may be purchased to develop the company's capital structure, to be used as consideration in possible acquisitions or when the company purchases business assets, or to fund or implement other arrangements, or to be disposed of in public trading on the OMX Nordic Exchange Helsinki Oy or annulled. 2. The shares will be purchased in disproportion to shareholders' holdings. They will be purchased in public trading on the OMX Nordic Exchange Helsinki Oy.
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- The shares will be purchased at their market value in public trading on the OMX Nordic Exchange Helsinki Oy at the time of purchase.
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- The share buyback will reduce the company's distributable unrestricted equity.
The Board of Directors proposes that the authorization be valid for 18 months from granting the authorization.
Proposal by the Board of Directors to the General Meeting on authorizing the Board of Directors to decide on the disposal of treasury shares acquired under the authorization of the Board under the following terms and conditions:
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- The maximum number of shares that can be disposed of under the authorization shall be no more than 12,722,342 of the shares bought back for and held by the company.
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- The Board of Directors will be authorized to decide to whom the shares will be transferred to, and in which order. The Board of Directors may decide to dispose of the company's own shares as a directed issue in derogation from shareholders' pre-emptive right.
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- Treasury shares may be disposed of in such a manner and scope as decided upon by the Board of Directors to develop the company's capital structure, as consideration in possible acquisitions or when the company purchases business assets, or to fund or implement other arrangements.
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- The shares may also be disposed of by selling them in public trading on the OMX Nordic Exchange Helsinki Oy. In such a case, the shares will be disposed of at least at their market value at the time of disposal, which shall be the price of the share in public trading on the OMX Nordic Exchange Helsinki Oy.
The Board of Directors proposes that the authorization be valid for five years from granting the authorization.
YIT Corporation Board of Directors
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