English
Published: 2005-04-05 11:15:00 CEST
Citycon Oyj
Company Announcement
Resolutions by Citycon Oyj's Annual General Meeting
CITYCON OYJ    STOCK EXCHANGE RELEASE  5 APRIL 2005 at 12:15

Resolutions by
Citycon Oyj's Annual General Meeting

Citycon Oyj's Annual General Meeting
(AGM) took place in Helsinki today. The AGM
decided on a dividend of EUR 0.14
per share for the year 2004. Record date for
the dividend payment is 8 April
2005 and the dividend will be paid on 15 April
2005. Mr Thomas Wernink, 59, MA
(General Economics), was elected as a new member
of the Board. The AGM
approved all proposals made by the Board of Directors.

The AGM adopted the
parent company's financial statements and the consolidated
financial
statements for 2004 and discharged the members of the Board of
Directors and
the Chief Executive Officer from liability.

The number of Board members
remained at eight with Stig-Erik Bergström, Amir Gal,
Raimo Korpinen, Tuomo
Lähdesmäki, Carl G. Nordman, Claes Ottosson and Dor Segal
being re-elected to
the Board for a one-year term. Thomas Wernink was elected as
a new member.
Thom Wernink is a citizen of the Netherlands.

The AGM decided that the
Chairman of the Board shall be paid an annual fee of EUR
40,000, the Deputy
Chairman an annual fee of EUR 30,000 and the ordinary members
of the Board an
annual fee of EUR 20,000. It was further resolved that the
Chairman of the
Board shall be paid a meeting fee of EUR 500 and the Deputy
Chairman and
ordinary members of the Board a meeting fee of EUR 400 for each
meeting. The
meeting fee shall also be paid for the Board committee meetings. The
payment
of the annual fee to the Finnish members of the Board is conditional upon
them
signing an undertaking to acquire Citycon shares with the amount of the
fee
remaining after deduction of applicable taxes.

Auditors

Authorised
public accountants Tuija Korpelainen and Mikael Holmström, with a firm
of
authorised public accountants Ernst & Young Oy as deputy auditor
were
appointed as the company's auditors for the financial year
2005.

Proposals by the Board of Directors

1. Amendment to the Articles of
Association

The AGM decided to amend the Article 3 of the Articles of
Association so that the
maximum share capital of the company be EUR
500,000,000 and Article 12 so that
the notice to a general meeting be
submitted to the shareholders by means of an
advertisement published in a
nationwide newspaper appearing in Helsinki.

2. Reduction of the share
capital

The AGM decided to reduce the company's share capital by EUR
5,229,900 from the
current EUR 156,780,033.30 to EUR 151,550,133.30 through
cancellation without
payment of 3,874,000 Citycon shares held by the company.
The reduction of the
share capital will be executed by transferring the total
nominal value of the
shares to be cancelled to share premium fund with no
effects on the restricted
shareholders' equity.

3. Authorisation for a
share capital increase

The AGM authorised the Board to decide by 5 April
2006 to issue one or several
convertible bonds, issue stock options and
increase the company's share capital
through one or several share issues in
such a way that the total increases of the
company's share capital based on
these issues do not exceed a maximum of EUR
31,356,004.50 and that a maximum
of 23,226,670 new shares with a nominal value of
EUR 1.35 may be offered. The
authorisation includes a right to deviate from the
shareholders' pre-emptive
subscription right.

4. Selling of shares in the joint book-entry
account

The AGM decided to sell the company's shares held in the joint
book-entry account
for the benefit of their owners in accordance with Chapter
3a, Article 3a of the
Finnish Companies Act as well as to authorise the Board
to take any and all
actions provided by the law to execute the sale. The
number of shares in the
joint book-entry account per 2 March 2005 was 7,537
corresponding to 0.006 per
cent of the total number of the shares in the
company.

CITYCON OYJ

Petri Olkinuora
CEO

Further information is
available from:
Mr Petri Olkinuora, CEO, on +358 400 333 256

Distribution:
Helsinki Stock Exchange and main media