Resolutions of Rautaruukki Corporation's Annual...

Rautaruukki Corporation            Stock exchange release 21 March 2013 at 3.15pm EET

Resolutions of the Annual General Meeting

Rautaruukki Corporation's Annual General Meeting held today approved the payment of a dividend for 2012 of EUR 0.20 per share in accordance with the Board of Directors' proposal. Kim Gran, Liisa Leino, Matti Lievonen, Saila Miettinen-Lähde and Jaana Tuominen were re-elected to the Board and Executive Advisor Timo U. Korhonen and CEO Matti Kähkönen were elected to the Board as new members. The Annual General Meeting approved the parent company's annual accounts and consolidated annual accounts and discharged the members of the Board of Directors and the President & CEO from liability for 2012.

Rautaruukki Corporation's Annual General Meeting was held today in Helsinki. A total of 483 shareholders were represented at the Annual General Meeting.

Dividend
Rautaruukki Corporation's Annual General Meeting approved the payment of a dividend for 2012 of EUR 0.20 per share in accordance with the Board of Directors' proposal. The dividend will be paid to shareholders on the company's shareholders register maintained by Euroclear Finland Ltd at the record date 26 March 2013. It was decided that the dividend will be paid on 4 April 2013.

Board of Directors
It was confirmed that the number of members of the Board of Directors is seven (7). President & CEO Kim Gran, CEO Liisa Leino, President & CEO Matti Lievonen, CFO and deputy CEO Saila Miettinen-Lähde and CEO Jaana Tuominen were re-elected to the Board. Executive Advisor Timo U. Korhonen and CEO Matti Kähkönen were elected as new members of the Board of Directors. Kim Gran was re-elected as chairman of the Board of Directors and Matti Lievonen was elected as deputy chairman.

Fees of the Board of Directors
The Annual General Meeting approved payment of an annual fee of EUR 72,000 to the chairman of the Board of Directors, EUR 44,000 to the deputy chairman and EUR 34,000 to other members of the Board, together with an attendance fee of EUR 600 for each meeting, including Board of Directors' committee meetings. 40 per cent of the annual fee is to be paid in the form of Rautaruukki Oyj shares purchased from the market. The shares will be purchased within two weeks of the publication of the company's interim report for the first quarter of 2013.

Auditor
KHT audit firm KPMG Oy Ab was re-appointed as the company's auditor. The auditor will be paid a fee against invoice approved by the company.

Authority to acquire the company's own shares
In accordance with the Board of Directors' proposal, the Annual General Meeting granted the Board of Directors the authority to acquire a maximum of 12,000,000 of the company's own shares. The authority is valid until the following Annual General Meeting.

Share issue authority
In accordance with the Board of Directors' proposal, the Annual General Meeting granted the Board of Directors the authority to decide on a share issue, which includes the right to issue new shares and/or to transfer treasury shares held by the company. The authority applies to a maximum of 14,000,000 shares. The Board of Directors has the right to disapply the pre-emption rights of existing shareholders in a directed issue. The authority also includes the right to decide on a bonus issue. The authority is valid for a period of one year following the date of decision of the Annual General Meeting.

Establishment of a Nomination Board
The Annual General Meeting decided to establish a Nomination Board to prepare proposals for the General Meeting regarding the composition of the Board of Directors and directors' fees. The decisions concerning the establishment of the Nomination Board and its duties are valid indefinitely until the Annual General Meeting decides otherwise.

The minutes of the Annual General Meeting will be available for the inspection of shareholders at the company's head office and may also be viewed on the company's website at www.ruukki.com by 4 April 2013. The proposals made to the Annual General Meeting may be viewed in their entirety on the company's website.

Resolutions of the organisation meeting of Rautaruukki Corporation's Board of Directors

Audit Committee
The Board of Directors appointed Matti Lievonen as chairman and Timo U. Korhonen, Liisa Leino and Saila Miettinen-Lähde as members of the Audit Committee.

Remuneration and HR Committee
The Board of Directors appointed Kim Gran as chairman and Matti Kähkönen and Jaana Tuominen as members of the Remuneration and HR Committee.

All members of the Board of Directors are independent of the company and of the company's major shareholders.

For further information, please contact:
Sakari Tamminen, President & CEO, tel. [phone]
Olli Huuskonen, Secretary to the Board of Directors, tel. [phone]

Rautaruukki Corporation

Taina Kyllönen
SVP, Marketing and Communications

DISTRIBUTION:
NASDAQ OMX Helsinki
Main media
www.ruukki.com

Ruukki specialises in steel and steel construction. We provide customers with energy-efficient steel solutions for better living, working and moving. We have around 9,000 employees and an extensive distribution and dealer network across some 30 countries including the Nordic countries, Russia and elsewhere in Europe and the emerging markets, such as India, China and South America. Net sales in 2012 totalled €2.8 billion. The company's share is quoted on NASDAQ OMX Helsinki (Rautaruukki Oyj: RTRKS). www.ruukki.com

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Source: Rautaruukki Oyj via Thomson Reuters ONE

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