Resolutions of the Extraordinary General Meeting 2023 of Uponor Corporation
December 04 2023 - 4:10AM
Resolutions of the Extraordinary General Meeting 2023 of Uponor
Corporation
Uponor Corporation, Stock Exchange Release, 4 December 2023 at
11:10 am EET
Resolutions of the Extraordinary General Meeting 2023 of
Uponor Corporation
Uponor Corporation’s Extraordinary General Meeting was held on 4
December 2023. On 12 June 2023, Georg Fischer Ltd. (the “Offeror”)
and Uponor Corporation entered into a combination agreement
pursuant to which the Offeror made a voluntary recommended public
cash tender offer for all the issued and outstanding shares in
Uponor that are not held by Uponor or any of its subsidiaries (the
“Tender Offer”). Pursuant to the combination agreement, after the
Offeror has publicly confirmed that it will complete the Tender
Offer, the Board of Directors of the company convened the
Extraordinary General Meeting at the Offeror’s written request. The
matters that were considered at the Extraordinary General Meeting
were based upon that written request by the Offeror.
Resolution on amendment of the articles of
associationThe general meeting resolved that Section 4 of
the company’s articles of association be amended so that the
minimum number of members of the Board of Directors is three (3)
and the maximum number is seven (7).
Resolution on the remuneration of the members of the
Board of DirectorsThe general meeting resolved that no
remuneration be paid to the members of the Board of Directors.
Resolution on the number of the members of the Board of
DirectorsThe general meeting resolved that the number of
Board members shall be seven (7).
Resolution on the election of the members and chair of
the Board of DirectorsThe general meeting resolved that
Andreas Müller, Mads Joergensen, Joost Geginat, Helmut Elben,
Thomas Hary, César Sayegh and Marc Lahusen were elected as members
of the Board of Directors for a term of office commencing at the
closing of the Extraordinary General Meeting and ending at the
closing of the next annual general meeting. The general meeting
resolved that Andreas Müller is the Chair of the Board of Directors
for the term ending at the closing of the next annual general
meeting.
Resolution on the abolition of the Nomination
BoardThe general meeting resolved that the Shareholders’
Nomination Board is abolished effective immediately upon the
decision having been taken by the Extraordinary General
Meeting.
Further information:Reetta HärkkiSenior Vice
President and Chief Legal OfficerUponor CorporationTel.
+358 (0)20 129 2835
Franciska JanzonSenior Vice President, Corporate Communications
and IRUponor CorporationTel. +358 (0)20 129 2821
DISTRIBUTION:Nasdaq
HelsinkiMediawww.uponorgroup.com
About UponorUponor is a leading global provider
of solutions that efficiently and effectively move water through
cities, buildings, and homes. We help customers in residential and
commercial construction, municipalities, and utilities, be more
productive – and continuously find new ways to conserve, manage and
provide water responsibly, unlocking its potential to provide
comfort, health, and efficiency. Our safe drinking water,
energy-efficient radiant heating and cooling systems, and reliable
infrastructure solutions are sold in more than 80 countries.
Uponor employs about 3,600 professionals in 26 countries
in Europe and North America. In 2022, the company’s net sales
totalled approximately €1.4 billion. Uponor Corporation is
based in Finland and listed on Nasdaq Helsinki. Uponor is part of
the Georg Fischer group, located in Schaffhausen, Switzerland.
www.uponorgroup.com
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