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Decisions of the Annual General Meeting of Nokia in 2019; The Board of Directors decided to pay a dividend of EUR 0.05 per share as the first dividend cost
in Espoo. Nokia Corporation's Annual General Meeting was held on 21 Might 2019. The General Meeting permitted all the proposals of the General Meeting. Board of Directors (Board of Directors) to the Annual General Meeting. The Annual General Meeting accepted the firm's financial statements and discharged the members of the Board of Directors and the President and CEO from legal responsibility for the monetary yr 2018. The Annual General Meeting also authorised the following resolutions: and / or reimbursement of the fund. invested unrestricted fairness.
The authorization is valid until the opening of the subsequent Annual General Meeting and may be used to distribute funds in 4 installments during the time period of validity of the authorization, until the Board decides in any other case for a legitimate cause. The Board makes separate selections on the number and timing of each distribution based mostly on the preliminary report and cost dates under. The firm notifies each Board determination separately and confirms the announcements and cost dates.
Each installment is paid to shareholders who are entered in the company's shareholder register maintained by Euroclear Finland Ltd on the stability sheet date.
At the assembly held after the Annual General Meeting, the Board of Directors decided, with the authorization of the Annual General Meeting, to distribute a dividend of EUR 0.05 per share of retained earnings. The dividend cost date is Might 23, 2016 and the dividend is predicted to pay on June 6, 2016, or round 6 September 2019. The precise dividend cost date outdoors Finland is decided by the practices of the dividend banks. Following this introduced distribution, the Board's remaining distribution license is EUR 0.15 per share.
Members of the Board and Board Committees have been elected
The Annual General Meeting decided to elect ten members to the Board of Directors. The following Board members have been re-elected for the subsequent AGM: Sari Baldauf, Bruce Brown, Jeanette Horan, Edward Kozel, Elizabeth Nelson, Olivier Piou, Risto Siilasmaa, Carla Smits-Nusteling and Kari Stadigh. In addition, Søren Skou was elected as a new member of the Board for the similar time period. The qualifications and profession expertise of the elected Board members may be discovered at http://www.nokia.com/en/investors/management/management/governance.
At the meeting held after the Annual General Meeting, the Board of Directors elected Risto Siilasma as Chairman of the Board and Sari Baldauf as Deputy Chairman. The Board additionally elected four members of the Board of Directors. Carla Smits-Nusteling and Jeanette Horan, Edward Kozel, Elizabeth Nelson and Olivier Piou have been elected as members of the Audit Committee. Bruce Brown and Sari Baldauf, Elizabeth Nelson, Søren Skou and Kari Stadigh have been elected as members of the Employees Committee. Risto Siilasmaa and Sari Baldauf, Bruce Brown, Carla Smits-Nusteling and Kari Stadigh have been elected as members of the Nomination and Nomination Committee. Edward Kozel was elected Chairman and Bruce Brown, Jeanette Horan, Olivier Piou and Risto Siilasmaa as members of the Know-how Committee.
The Annual General Meeting resolved on the annual remuneration to be paid to the members of the Board of Directors: Annual General Meeting 2020: EUR 440,000 to the Chairman of the Board, EUR 185,000 to the Vice Chairman of the Board and EUR 160,000 to each member of the Board of Directors. In addition, the Annual General Meeting decided that the Chairman of the Audit Committee and the Personnel Committee will probably be paid an annual payment of EUR 30,000, chairman of the Know-how Committee, a further charge of EUR 20,000, and different members of the Audit Committee. a further payment of EUR 15,000 per yr. The Annual General Meeting also decided to pay a meeting payment of EUR 5,000 for a assembly requiring intercontinental travel and EUR 2,000 for a assembly requiring all other Board members, apart from Board and Committee meetings. The meeting payment is paid for up to seven conferences. The Annual General Meeting resolved that the members of the Board of Directors be reimbursed for journey and accommodation expenses and different bills instantly related to the work of the Board and the Committee.
In addition, the Annual General Meeting resolved in accordance with the company governance tips. that roughly 40% of the annual payment is paid for Nokia shares bought from the market or alternatively utilizing the firm's own shares held by the company. The members of the Board of Directors will retain until the end of their supervisor the quantity of shares corresponding to the quantity of shares they’ve acquired as remuneration of the Board of Directors throughout the first three years of service. Meeting fees and expenses associated to the work of the Board and the Committee are paid in money
The Annual General Meeting elected PricewaterhouseCoopers Oy as the auditor of Nokia for the monetary yr 2019 and Deloitte Oy as Nokia's auditor. Monetary yr 2020. In addition, the Annual General Meeting decided that the auditor elected for the monetary yr 2019 and 2020 can be returned on the foundation of the auditor's bill and the purchasing coverage accredited by the Audit Committee.
Other Decisions of the General Meeting
The Annual General Meeting approved the Board of Directors to determine on the acquisition of a maximum of 550 million Nokia shares. The shares could also be repurchased, retained, resold or for other functions decided by the Board. Shares could also be repurchased in any other case than in proportion to the shares held by the shareholders (directed acquisition). The authorization is valid till November 21, 2016, and it terminated the corresponding redemption allow issued by the Annual General Meeting on Might 30, 2018.
The Annual General Meeting also resolved to authorize the Board of Directors to concern a most of 550 million shares by issuing shares or rights entitling to shares in a number of shares. for other functions decided by the government. Underneath the authorization, the Board of Directors might situation new shares or shares of the company. The authorization consists of the right of the Board of Directors to determine on all phrases of the share problem and special rights entitling to shares, together with the challenge of shares or particular rights in deviation from shareholders' pre-emptive rights. regulation. The authorization is valid till November 21, 2016, and it terminated the corresponding authorization of the Annual General Meeting on Might 30, 2018. The authorization did not terminate the authorization of the Extraordinary General Meeting of Shareholders held on 2 December 2015. Difficulty of Shares for the Combination of Nokia and Alcatel Lucent
COMMENTS FROM THE FUTURE
It ought to be famous that Nokia and its corporations have totally different risks and uncertainties and sure statements introduced here that are not historical information are forward-looking statements. These forward-looking statements mirror Nokia's present expectations and views on future developments and embrace statements on: A) our expectations, plans or benefits for our methods and progress management; (B) expectations, plans or advantages related to the future performance of our business and any future dividends; (C) expectations and goals relating to monetary efficiency, outcomes, working costs, taxes, change rates, hedging, value financial savings and competitiveness, as properly as efficiency results, together with focused synergies and market share, costs, income, revenues and margins; (D) expectations, plans or benefits associated with modifications in organization and operational structure; (E) expectations related to market developments, common financial circumstances and structural modifications; F) our means to combine the acquired corporations into our operations and achieve targeted enterprise plans and benefits, including targeted benefits, synergies, value financial savings and effectivity; (G) Expectations, plans or benefits associated with future co-operation or business-to-business or patent agreements or arbitration, including income generated by co-operation or partnership, contract or contract; (H) timing of deliveries of services, together with brief and long term expectations of 5G deployment and our means to make the most of such deployment; and the basic readiness of the 5G ecosystem; (I) expectations and aims relating to cooperation and partnership arrangements, joint ventures or joint ventures, and related administrative, authorized, regulatory and other circumstances and expected buyer base; (J) Results of pending and threatened trials, arbitration proceedings, disputes, regulatory procedures or investigations by public authorities; (Okay) Expectations of restructuring, funding, capital structure optimization, business revenue, acquisitions and divestments, and our capacity to obtain the monetary and operational objectives of such restructuring, investment, capital construction optimization, sales and acquisitions, together with the current value financial savings program; (L) expectations, plans or benefits related to future investments, short-term further prices or different R&D expenditure for the improvement or introduction of new products, together with 5G; and M) statements preceded or "believed", "wait", "expect", "commit", "anticipate", "anticipate", "see", "goal", "estimate", "planned", " "", "Plan," "Intention," "Impression," "Default," "Focus," "Continued," "Undertaking," "Ought to," "Be," "Will," or comparable. These forward-looking statements involve a number of risks and uncertainties, many of which are unbiased of our management, which may lead to actual results being considerably totally different from such statements. These statements are based mostly on management's greatest assumptions and beliefs, based mostly on presently out there info. These forward-looking statements are only predictions based mostly on present expectations and perceptions of future events and developments, and are subject to risks and uncertainties which are troublesome to predict as they relate to events and depend upon future circumstances. Elements, together with dangers and uncertainties which will trigger these variations, are, but will not be restricted to: or successfully interact in enterprise opportunities or otherwise develop our enterprise; 2) General economic and market circumstances and other developments in our economies, together with the 5G implementation schedule and our means to successfully utilize this deployment; 3) Competitiveness and our means to invest efficiently and profitably in present and new top quality merchandise, providers, upgrades and technologies and convey them to the market shortly; 4) our dependence on business improvement, together with cyclical and variability in the info know-how and telecommunications industries, and our personal R&D capability and investment; 5) our dependence on a limited number of clients and enormous multi-year contracts as properly as external occasions that affect clients, together with mergers and acquisitions; 6) our potential to keep present mental property rights by way of intellectual property, including licensing, creation of new sources of revenue, and safety of intellectual property rights for infringements; 7) our potential to handle and enhance our financial and operational performance, value financial savings, competitiveness and synergy generally, expectations and timing of our capacity to determine turnover and our potential to implement modifications in organizational structure and operational construction successfully; (eight) international business and exposure to regulation, political or different developments in several nations or regions, including emerging markets and related risks to tax and foreign money change; 9) our capability to obtain the expected advantages, synergies, value savings and acquisitions efficiency, together with the acquisition of Alcatel-Lucent; 10) trade price fluctuations and hedging; 11) our potential to successfully meet expectations, plans, or advantages related to future co-operation or business agreements and patent agreements or arbitration, including proceeds that could be obtained via co-operation, partnership, contract or arbitration; (12) Nokia Technologies' potential to shield their mental property rights and to keep and create new sources of patent, brand and know-how licenses and mental property rights, especially in the sensible telephone market that will not materialize as planned; and people which might be licensed to us, as nicely as the risks associated with the related intellectual property rights, licensing costs, and usage restrictions; 14) publicity to direct and indirect regulation, including financial or business coverage, and the reliability of our governance, inner control, and compliance processes to forestall regulatory sanctions in our enterprise or joint ventures; 15) we depend on third-party options for knowledge warehouse and repair distribution that expose us to dangers associated to security, regulatory, and cyber-security violations; 16) inefficiency, violations, malfunctions, or malfunctions of IT methods or of our clients; 17) we are exposed to a variety of legal frameworks regulating corruption, fraud, trade policy, and different danger areas, as properly as the risk of instituting proceedings or investigations leading to fines, penalties or penalties; 18) unfavorable improvement of buyer financing or prolonged cost terms provided to clients; 19) any complicated tax points, tax disputes and tax obligations that we might have in several jurisdictions, including the danger of further tax obligations; 20) precise or anticipated performance, together with among these elements that would scale back our capability to make the most of deferred tax belongings; 21) our means to keep, encourage, develop and recruit appropriately educated staff; (22) disturbances in production, service, provide, logistics and supply chain processes and risks related to geographically concentrated manufacturing amenities; 23) the results of enterprise litigation, arbitration, contractual disputes or product liability claims; 24) our means to return an investment grade score or keep our credit standing; 25) our capacity to obtain targeted benefits from planned transactions or to successfully implement them and related money owed; 26) we take part in joint ventures and joint ventures; 27) the carrying quantity of our goodwill is probably not recoverable; 28) uncertainty about the amount of dividends and return on equity that we will distribute to shareholders for every financial yr; 29) pension prices, personnel fund costs and health care costs; 30) our capacity to successfully implement and utilize our order backlog and proceed to convert our gross sales pipelines into internet sales; and (31) the risks related to the submarine infrastructure and the danger elements outlined in 218 2019 in our Annual Report 2018, pages 60-75, revealed on 21 March 2019 underneath 'Operational and Monetary Assessment and Prospects-Danger Elements' and different archives or documents submitted to the US. Securities and Trade Commission. Different unknown or unpredictable elements or underlying assumptions that later proved to be inaccurate might end in a vital distinction in precise results from the outcomes of future statements. We aren’t obliged to publicly update or revise forward-looking statements, whether or not as a outcome of new info, future occasions or otherwise, except as legally required.
We create a world of connectivity know-how. We develop and ship the world's only international terminal, software, service and license terminals. Our clients are communications service providers whose mixed networks help 6.1 billion subscriptions, as properly as personal and public corporations that use our online service to improve productivity and enrich our experiences.
Our research teams, together with the world-renowned Nokia, by means of Bell Labs, are leading the world to deploy 5G networks which are quicker, safer, and more succesful of revolutionizing life, financial system and society. Nokia adheres to the highest moral business requirements once we create know-how with social objective, quality and integrity. www.nokia.com
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