The Annual General Meeting of Biotie Therapies Corp. was held on 30 March 2005. 

 

The Annual General Meeting of Biotie Therapies Corp. adopted the income statement and balance sheet including the consolidated income statement and balance sheet for the financial year 1 January 2004 - 31 December 2004. The Annual General  Meeting resolved that the company shall not distribute dividend from the financial year 2004 and that the parent company's loss of the financial year amounting to EUR 7,083,023.72 shall be transferred to shareholders' equity.

 

The Board of Directors and auditors

The Annual General Meeting discharged the members of the Board of Directors and the Managing Director from liability for the financial year, which ended on 31  December 2004. The Annual General Meeting resolved that the Board of Directors shall consist of four members and appointed the following persons as members to the Board of Directors: Juha Jouhki, Pauli Marttila, Riku Rautsola ja Piet Serrure. Johan Kronberg, Authorised Public Accountant and PricewaterhouseCoopers Oy Authorised Public Accountants were appointed as auditors of Biotie Therapies Corp.

 

At its organisation meeting, which convened immediately after the Annual General Meeting, the Board of Directors appointed Juha Jouhki as the Chairman of the Board of  Directors.

 

 

The Annual General Meeting authorised the Board of Directors to resolve, in accordance with the proposal of the Board of Directors, on increase of share  capital through new issue by issuing new shares with a book equivalent value of EUR 0.02.

 

On the basis of the authorisation the company's share capital may be increased in one or more issues so that the company's share capital may increase by the aggregate of EUR 155,000 and the number of shares by 7,750,000 shares at maximum.

 

The Board of Directors is authorised to resolve on persons entitled to subscribe for new shares. The Board of Directors has the right to deviate from the shareholders' pre-emptive subscription right, provided that a significant  financial reason for the deviation for the company exists such as funding an acquisition, acquiring additional funding or establishing incentive programme for the key persons of the company.

 

The Board of Directors is also authorised to resolve on the grounds for determining the subscription price as well as on the subscription price of the shares to be subscribed in the new issue and other matters and terms relating to the new issue of shares. The subscription price may not, however, be lower than the book equivalent value of the shares. New shares may be subscribed against capital contribution or otherwise on certain terms.

 

The authorisation shall be in force until the next Annual General Meeting, however not longer than one year from the resolution of this Annual General Meeting.

 

 

The Annual General Meeting authorised the Board of Directors to resolve on conveyance of own shares in the company's possession. The authorisation covers the 819,000 shares with a book equivalent value of EUR 0.02 in the company's possession.

 

The Board of Directors is authorised to decide to whom and in which order own shares are conveyed. The Board of Directors is authorised to resolve on conveyance of own shares in deviation from the shareholders' pre-emptive right. The own shares that are in the company's possession may also be conveyed in public trading in accordance with the rules of the Helsinki Stock Exchange. The shares may be conveyed as payment for acquisition of assets related to the company's business, as payment in possible acquisitions in a manner and to the extent decided by the Board of Directors, and as part of the company's incentive programme.

 

The Board of Directors is authorized to resolve on the conveyance price and the grounds for determining the price as well as on other terms and conditions relating to the conveyance. The shares may be conveyed against other remuneration than cash payment.

 

The authorisation shall be in force until the next Annual General Meeting, however not longer than one year from the resolution of this Annual General Meeting.

 

 

CEO Jari Saarinen presented in his review, among other things, the most important events of the past financial year, the current situation as well as the company's status regarding financing and commercialisation. The Managing Director's review is available at the company's website (www.biotie.com). 

 

Turku, 30 March 2005
 
Biotie Therapies Corp.
 
Jari Saarinen
CEO
 
 
For further information, please contact:
 
CEO Jari Saarinen, Biotie Therapies Corp.
tel. +358-2-274 8954, e-mail: jari.saarinen@biotie.com
 
www.biotie.com
 
Distribution:
Helsinki Stock Exchange
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