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2010-05-10 16:45:00 CEST 2010-05-10 16:45:21 CEST REGULATED INFORMATION Ixonos - Notice to convene extr.general meetingInvitation to Extraordinary General MeetingIxonos Plc Stock Exchange Release 10 May 2010 at 17:45 INVITATION TO EXTRAORDINARY GENERAL MEETING The shareholders of Ixonos Plc are invited to an Extraordinary General Meeting to be held on Tuesday, 1 June 2010, from 9:00, in the Aida auditorium of Opus Business Park 3, at Hitsaajankatu 20, 00810 Helsinki, Finland. The reception of participants will begin at 8:00, as will the coffee preceding the meeting. A. MATTERS TO BE CONSIDERED AT THE EXTRAORDINARY GENERAL MEETING The following items are on the agenda for the meeting: 1. Opening of the meeting 2. Calling the meeting to order 3. Election of persons to scrutinise the minutes and to count votes 4. Recording the legality of the meeting 5. Recording of attendance; adoption of the list of votes 6. Authorising the Board of Directors to decide on a share issue and on granting special rights entitling to shares The Board of Directors proposes that the Extraordinary General Meeting authorise the Board of Directors to decide on a share issue against payment as well as on issuing stock options and other special rights entitling to shares pursuant to chapter 10, section 1 of the Limited Liability Companies Act (624/2006) under the following terms and conditions: -The number of shares to be issued under the authorisation may not exceed 9,313,089 which is equivalent to 100 per cent of all company shares at the time of convening the Extraordinary General Meeting. -Within the limits of the authorisation, the authorisation entitles the Board of Directors to decide on all terms and conditions of the share issue against payment as well as on those of the issue of special rights entitling to shares. -The Board of Directors is authorised to decide on adding the subscription price to the share capital or entering it, in whole or in part, into the invested non-restricted equity fund. -The share issue against payment and the issue of special rights entitling to shares may be directed in a way that deviates from the pre-emptive right of shareholders, if a weighty financial reason pursuant to the Limited Liability Companies Act exists. In such a case, the authorisation may be used to finance corporate acquisitions or other investments related to the company's operations as well as to maintain and improve the Group's solvency. -The authorisation is proposed to be effective until the Annual General Meeting of 2011. -The decision on the authorisation must be made by qualified majority; it must be supported by at least two thirds of the votes cast and the shares represented at the meeting. 7. Closing of the meeting B. MEETING DOCUMENTS The aforementioned proposal of the Board of Directors as well as this invitation and the other meeting documents as provided in the Limited Liability Companies Act and the Securities Markets Act (495/1989) are available to the shareholders on Ixonos Plc's website, at http://www.ixonos.com/en/investors/annual_general_meeting. The proposal of the Board of Directors will also be available at the venue of the Extraordinary General Meeting. Shareholders may request copies of the meeting documents by sending email to yhtiokokous@ixonos.com or by telephoning Aila Mettälä at +358 40 531 0678 or +358 424 2231 between 9:00 and 15:30. No separate notice of the meeting will be sent to shareholders. C. INSTRUCTIONS FOR PARTICIPANTS 1. Right to attend; registration Those shareholders who are recorded on the company's shareholder list, maintained by Euroclear Finland Ltd, on the record date of the meeting, Thursday, 20 May 2010, have the right to attend the meeting. Shareholders whose shares are entered on their personal book-entry account in Finland are registered on the company's shareholder list. Shareholders who wish to participate in the Extraordinary General Meeting must register no later than Thursday, 27 May 2010, at 15:00, by which time the registration must have arrived at the company. Regis-tration for the meeting can be effected: a) on the company's website, by using the form at http://www.ixonos.com/en/investors/annual_general_meeting; b) by email to yhtiokokous@ixonos.com; c) by fax to +358 206 050 223; d) by postal mail to Ixonos Plc, Extraordinary General Meeting, Hitsaajankatu 24, 00810 Helsinki, Finland; or e) by telephone, between 9:00 and 15:30, to Aila Mettälä at +358 40 531 0678 or +358 424 2231. When registering, please state the shareholder's name, personal identity code or Business ID, address and telephone number as well as the name of any proxy representative and/or assistant. Personal information provided to Ixonos Plc by shareholders is used only in connection with the meeting and with processing the necessary registrations related to the meeting. Pursuant to chapter 5, section 25 of the Limited Liability Companies Act, shareholders who are present at the Extraordinary General Meeting are entitled to request information regarding matters dealt with by the meeting. 2. Proxy representation and documents Shareholders may participate in and exercise their rights at the Extraordinary General Meeting by way of proxy representation. The representative shall produce a dated proxy document or otherwise provide reliable evidence of his or her right to represent the shareholder. Please send any proxy documents in original to Ixonos Plc, Extraordinary General Meeting, Hitsaajankatu 24, 00810 Helsinki, Finland, or by fax to +358 206 050 223, before the registration deadline. 3. Holders of nominee-registered shares To participate in the Extraordinary General Meeting, holders of nominee-registered shares must appear on the company's shareholder list on the record date, Thursday, 20 May 2010. Holders of nominee-registered shares are advised to contact their custodians in order to request the necessary information on the shareholder list entry as well as on proxy documents and on registering for the meeting. 4. Other information On the day of convening the meeting, Ixonos Plc has a total of 9,313,089 shares which equals 9,313,089 votes. Helsinki, 11 May 2010 IXONOS PLC Board of Directors For more information, please contact: Ixonos Plc, Timo Leinonen, CFO, tel. +358 400 793 073, email timo.leinonen@ixonos.com Distribution: NASDAQ OMX Helsinki Main media |
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