You are using an old version of your web browser.

Please note that the website might not function correctly using an outdated browser. We recommend updating your browser or using another one.

This site uses cookies to offer you the best user experience. By continuing browsing this site you agree to the use of cookies. Alternatively you may change your browser settings. For further information, please read our Privacy Notice.

I agree

Sampo-Leonia plc becomes Sampo plc


The new name of the parent company, Sampo plc, is estimated to enter into effect on 9 April 2001.

In accordance with the Board of Directors' proposal, the AGM decided that a total dividend of EUR 8 be paid for 2000, of which EUR 4 is extra dividend. The matching day of the payment of dividend is 10 April 2001 and the dividends will be paid on 19 April 2001. Moreover, the AGM adopted the final accounts and discharged the accountable parties from all personal liability.

The AGM approved the Board of Directors' proposal on increasing the number of shares without raising the share capital, i.e. a split of the share and the related amendment to the Articles of Association on the minimum and maximum amount of shares. The number of shares will be increased by splitting each share into five shares so that each old A share equals five new A shares and each old B share equals five new B shares. Correspondingly, each Sampo-Leonia warrant or option right entitles its holder to subscribe five Sampo-Leonia A shares.

The new shares entitle shareholders to the same rights as the old shares after the amendment pertaining to the number of shares has been entered into the Trade Register. The new shares will be entered in the shareholders' book-entry accounts after the payment of dividend approximately on 23 April 2001, when the shares arising as a result of the split also will be quoted on the stock exchange list. The split does not require any measures to be taken by the shareholders as the number of shares will automatically be changed to a fivefold number in the book-entry securities system.

After the split Sampo plc has 555,584,965 shares, of which 554,384,965 A shares and 1,200,000 B shares. The book counter-value of a share will be EUR 0.17 (not an exact value).

The AGM approved the other amendments to the Articles of Association as in accordance with the Board of Directors' proposals. The amendments concerned e.g. the authorisation to sign for the company, auditors and the agenda of the Annual General Meeting. The proposals were published in full in the stock exchange release of 28 February 2001.

Moreover, the AGM authorised the Board of Directors to buy back and convey own shares. The authorisations are valid until 4 April 2002, thus replacing the authorisations of 12 April 2000. The maximum amount of A shares that can be bought back is 5 per cent of the company's share capital or the total number of votes attached to the shares. The shares can be bought back to be used as consideration in possible acquisitions or other structural reorganisations, for the development of the company's capital structure, or as a part of the company's incentive scheme.

The following 7 persons were elected members of the company's Board of Directors: Mr Tom Berglund, Mr Georg Ehrnrooth, Mr Jyrki Juusela, Mr olli-Pekka Kallasvuo, Mr Paavo Pitkänen, Mr Christoffer Taxell, and Mr Björn Wahlroos.

After the meeting, the Board of Directors elected from among the members as Chairman Mr Olli-Pekka Kallasvuo and Vice Chairman Jyrki Juusela. Mr Jukka Härmälä who has been the Chairman of Sampo's Board of Directors for more than 7 years resigned from the Board after giving notice that he no longer is available for the post. Also Mr Ari Heiniö, Mr Martti Hetemäki and Mr Eino Keinänen resigned from the Board of Directors.

The term of office of auditors was adapted to the amended Articles of Association, i.e. to end at the following AGM. As Auditors were appointed the Authorised Public Accountants Tilintarkastajien Oy - Ernst & Young and KPMG Wideri Oy Ab and as Deputy Auditors Authorised Public Accountant Thor Nyroos and Authorised Public Accountant Kunto Pekkala.


SAMPO-LEONIA PLC

Pertti Nurvala
Head of Group Communications


APPENDICES: Auditors' Statements (Appendix 1 and 2)

FOR FURTHER INFORMATION, PLEASE CONTACT:
Taru Narvanmaa
Head of Investor Relations
Tel. +358 10 514 0030, mobile +358 50 590 9398


FOR DISTRIBUTION TO:
Helsinki Exchanges
The principal media


APPENDIX 1

KPMG WIDERI OY AB

AUDITORS' STATEMENT

We have examined the proposal of 28 February 2001, made by the Board of Directors of Sampo-Leonia Insurance Company plc ("Sampo") to the Annual General Meeting, pertaining to the authorisation of the Board of Directors to decide on buy back of own A shares.

As Sampo's Auditors we hereby state that we have no remarks to the grounds pertaining to the determination of the buy-back price or to the reasons for buy-back which are stated in the said proposal.

Helsinki, 28 February 2001


Jaakko NymanThor Nyroos
Authorised Public AccountantAuthorised Public Accountant


APPENDIX 2

KPMG WIDERI OY AB

AUDITORS' STATEMENT

We have examined the proposal of 28 February 2001, made by the Board of Directors of Sampo-Leonia Insurance Company plc ("Sampo") to the Annual General Meeting, pertaining to the authorisation of the Board of Directors to decide on conveyance of own A shares.

As Sampo's Auditors we hereby state that we have no remarks to the grounds stated in the said proposal, pertaining to the determination of the conveyance price or to the reasons for deviating from the pre-emptive right of shareholders.

Helsinki, 28 February 2001


Jaakko NymanThor Nyroos
Authorised Public AccountantAuthorised Public Accountant