KONE Corporation, stock exchange release, September 28, 2012 at 9.30 a.m. EET
Notice is given to the shareholders of KONE Corporation to the
Meeting to be held on Wednesday 24 October 2012 at 2.00 p.m. at Hilton Helsinki Kalastajatorppa, Kalastajatorpantie 1, Helsinki. The reception of persons who have registered for the meeting will commence at 1.00 p.m.
A. Matters on the agenda of the Extraordinary General Meeting
At the Extraordinary General Meeting, the following matters will be considered:
1. Opening of the meeting
2. Calling the meeting to order
3. Election of person to scrutinize the minutes and persons to supervise the counting of votes
4. Recording the legality of the meeting
5. Recording the attendance at the meeting and adoption of the list of votes
6. Resolution on the payment of extra dividend
The Board of Directors proposes that for the financial year 2011 an extra dividend of EUR 1.495 be paid for each class A share and an extra dividend of EUR 1.50 be paid for each class B share. The date of record for dividend distribution is proposed to be October 29, 2012 and the dividend be paid November 5, 2012.
7. Closing of the meeting
B. Documents of the Extraordinary General Meeting
The draft resolution of the Board of Directors relating to the agenda of the General Meeting, this notice, the financial statements 2011 of KONE Corporation including the report of the Board of Directors and the Auditor's report and other documents, which according to the Finnish Companies Act shall be kept available for the shareholders, are on view on KONE Corporation's website at www.kone.com/corporate/en/Investors/AGM. The draft resolution of the Board of Directors and other above-mentioned documents are also on view at the General Meeting and copies of these documents and this Notice to the General Meeting will be sent to shareholders upon request. The minutes of the Extraordinary General Meeting are available on the above-mentioned website latest from November 7, 2012.
C. Instructions for the participants in the General Meeting
1. The right to participate and registration
Each shareholder, who is registered on the record date of the General Meeting 12 October 2012 in the shareholders' register of the Company held by Euroclear Finland Ltd, has the right to participate in the General Meeting. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholders' register of the Company.
A shareholder, who wants to participate in the General Meeting,
shall register to the company for the meeting no later than on
October 19 2012 at 3.00 p.m. by giving a prior notice of
participation. Such notice can be given:
a) on the Company's website: www.kone.com/corporate/en/Investors/AGM
b) by regular mail to: KONE Corporation, Share Register, P.O. Box 7, FI-02151 Espoo, Finland
c) by telefax: +358 20 475 4523
d) by telephone + 358 20 475 4336
In connection with the registration, a shareholder shall notify his/her name, personal/business identification number, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. The personal information is used only in connection with the general meeting and with the processing of related registrations.
2. Proxy representative and powers of attorney
A shareholder may participate in the General Meeting and exercise his/her rights at the meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the General Meeting. When a shareholder participates in the general meeting by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the general meeting. Possible proxy documents should be delivered in originals to KONE Corporation, Share Register, P.O. Box 7, FI-02151 Espoo, Finland before the last date for registration.
3. Holders of nominee registered shares
A holder of nominee registered shares has the right to participate in the General Meeting by virtue of such shares, based on which he/she on the record date of the General Meeting, i.e .October 12, 2012, would be entitled to be registered in the shareholders' register held by Euroclear Finland Ltd. The right to participate in the General Meeting requires, in addition, that the shareholder on the basis of such shares has been temporary registered into the shareholders' register held by Euroclear Finland Ltd at the latest by October 19, 2012 by 10.00 am. As regards nominee registered shares this constitutes due registration for the General Meeting.
A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration to be temporarily entered into the shareholder's register of the company, the issuing of proxy documents and registration for the General Meeting from his/her custodian bank. The account management organization of the custodian bank has to temporarily register a holder of nominee registered shares, who wants to participate in the General Meeting, into the shareholders' register of the company at the latest by the time stated above.
4. Other instructions and information
Pursuant to chapter 5, section 25 of the Finnish Companies Act, a shareholder who is present at the General Meeting has the right to request information with respect to the matters to be considered at the General Meeting.
On the date of this notice 28 September 2012, the total number of shares in KONE Corporation is 260,536,120 shares constituted of 38,104,356 class A shares and 222,431,764 class B shares. Based on articles of association each class A share entitles its holder to one vote and each full ten class B shares entitle their holder to one vote, but each shareholder has a minimum of one vote.
In Helsinki 28 September 2012
The Board of Directors
For further information, please contact:
Jukka Ala-Mello, Secretary to the Board, tel. +358 204 75 4226
Secretary to the Board
Executive Vice President
Marketing and Communications
KONE is one of the global leaders in the elevator and escalator industry. The company has been committed to understanding the needs of its customers for the past century, providing industry-leading elevators, escalators and automatic building doors as well as innovative solutions for modernization and maintenance. The company's objective is to offer the best People Flow® experience by developing and delivering solutions that enable people to move smoothly, safely, comfortably and without waiting in buildings in an increasingly urbanizing environment. In 2011, KONE had annual net sales of EUR 5.2 billion and on average 35,000 employees. KONE class B shares are listed on the NASDAQ OMX Helsinki Ltd in Finland.