Back

RESOLUTIONS PASSED AT YIT CORPORATION?S ANNUAL GENERAL MEETING

STOCK EXCHANGE RELEASE MARCH 16, 2005 17:00

RESOLUTIONS PASSED AT YIT CORPORATION’S ANNUAL GENERAL MEETING

YIT Corporation’s Annual General Meeting, which was held today, adopted the 2004 financial statements and discharged the members of the Board of Directors and the President and CEO from liability. The Annual General Meeting decided on the payment of dividends, the composition of the Board of Directors, the election of the auditor and the purchase of the company’s own shares (share buyback) and authorizing the Board of Directors to decide on the disposal of the company’s own shares.

Dividend payout

It was decided that a dividend of EUR 0.70 will be paid per share, or a total of EUR 42.9 million, as proposed by the Board of Directors. The right to a dividend rests with a shareholder who by the record date of March 21, 2005, has been entered as a shareholder in the company’s shareholder register that is kept by the Finnish Central Securities Depository Ltd. It was decided that the dividend will be paid on March 30, 2005.

Composition of the Board of Directors and the election of the auditor

The Annual General Meeting confirmed that the number of Board members shall be set at five. The following persons were re- elected to seats on the company's Board of Directors: Ilkka Brotherus, managing director of Sinituote Oy, Eino Halonen, managing director of Suomi Mutual Life Assurance Company, Reino Hanhinen, Group CEO of YIT Corporation, Teuvo Salminen, deputy CEO of Jaakko Pöyry Group Oyj and Antti Herlin, Chairman of the Board of Directors of Kone Corporation.

PricewaterhouseCoopers Oy, Authorized Public Accountants, was re- elected as the company's auditor, with Göran Lindell, Authorized Public Accountant, as a new chief auditor.

Share buyback

The Annual General Meeting unanimously decided to purchase a minimum of 200 to a maximum of 2,000,000 of the company’s own shares with distributable shareholders’ equity in accordance with the proposal by the Board of Directors. The Board’s proposal was made public in a stock exchange release at 8:05 on February 15, 2005.

Authorizing the Board of Directors to decide on the disposal of the company’s own shares

The Annual General Meeting unanimously resolved to authorize the Board of Directors to decide on the disposal of a maximum of 2,000,000 of the company’s own shares which have been previously acquired by the company or will be acquired for the company on the basis of the decision described above in such a manner and for such purposes as are meant in the proposal by the Board of Directors. The Board’s proposal was made public in a stock exchange release at 8:05 on February 15, 2005. Shares are transferred at least at their market value as determined from their price in public trading on Helsinki Exchanges at the time of the transaction.

For further information, contact: Esko Mäkelä, Executive Vice President, tel. +358 20 433 2258, esko.makela@yit.fi Veikko Myllyperkiö, Vice President, Corporate Communications, tel. +358 20 433 2297, veikko.myllyperkio@yit.fi

YIT CORPORATION



Veikko Myllyperkiö Vice President, Corporate Communications

Distribution: Helsinki Stock Exchange, principal media, www.yit.fi





Annex 1:

THE BOARD OF DIRECTORS’ PROPOSAL FOR SHARE BUYBACK

The Board of Directors’ proposal to the Annual General Meeting to be held on March 16, 2005, that it decide on the acquisition of the company’s own shares (share buyback) using distributable funds under the following terms and conditions:

1. The own shares will 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, to provide incentives to personnel or for incentive-related reasons, or to be disposed of in public trading on the Helsinki Stock Exchange or annulled.

The number of shares that will be acquired will be no less than 200 and no more than 2,000,000.

3. The shares will be purchased in disproportion to shareholders’ holdings. They will be purchased in public trading on the Helsinki Stock Exchange.

4. The shares will be purchased at their market value in public trading at the time of purchase. The share purchase price will be paid to the sellers within the payment period specified in the guidelines of the Helsinki Stock Exchange and the rules of Finnish Central Securities Depository Ltd.

5. The share buyback will reduce the company’s non- restricted distributable equity.

6. Share buyback will not have a significant effect on the distribution of holdings and voting rights within the company because the combined number of the shares that will be purchased and the shares which are already held by the company represents less than 5% of the company’s shares outstanding and the votes conferred by them.

7. On January 31, 2005, parties closely associated with the company (related parties) owned a total of 2,605,462 of the company’s 61,292,854 shares, representing 4.25% of the company’s share capital. The share of the voting rights conferred by the related parties’ shares is 4.25%. Because it is intended that the shares will be purchased in public trading on the Helsinki Stock Exchange, without knowledge of the parties disposing of the shares, the post-share buyback proportion of the company’s share capital and voting rights held by related parties cannot be determined in advance.

AUTHORIZING THE BOARD OF DIRECTORS TO DISPOSE OF YIT’S OWN SHARES

The Board of Directors’ proposal to the Annual General Meeting that it be authorized to decide on the disposal of the shares bought back for company under the following terms and conditions:

1. The maximum number of shares that can be disposed of under the authorization shall be no more than 2,000,000 of the shares bought back for the company in accordance with the above proposal.

2. 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 YIT’s own shares in disproportion to shareholders’ pre-emptive right to acquire YIT shares.

The shares will be disposed of to develop the company’s capital structure, as consideration in possible acquisitions in such a manner and scope as decided upon by the Board of Directors or when the company purchases business assets, to fund or implement other arrangements, or to provide incentives to personnel or for incentive-related reasons. The shares may also be disposed of by selling them in public trading on the Helsinki Stock Exchange.

4. The shares will be disposed of at their market value at the time of disposal, which shall be the price of the share in public trading on the Helsinki Stock Exchange.

5. This authorization will be valid for one year from the date when the Annual General Meeting makes its decision.

YIT Corporation Board of Directors