Okmetic Oyj - Notice to general meeting

OKMETIC'S ANNUAL GENERAL MEETING TO CONVENE ON 10 APRIL 2013 AT 10 A.M.

OKMETIC OYJ         STOCK EXCHANGE RELEASE   12 FEBRUARY 2013 AT 8.00 A.M.

OKMETIC'S ANNUAL GENERAL MEETING TO CONVENE ON 10 APRIL 2013 AT 10 A.M.

The board of directors of Okmetic Oyj has decided to give notice to the
shareholders of the company to the annual general meeting to be held on
Wednesday 10 April 2013 at 10.00 a.m. The meeting will be held in the Akropolis
hall of Technopolis, address Teknobulevardi 3-5, 01530 Vantaa. The reception of
the persons who have registered for the meeting and the distribution of voting
tickets will commence at 9.30 a.m.

A. MATTERS ON THE AGENDA OF THE GENERAL MEETING

At the general meeting, the following matters will be considered:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons to scrutinise the minutes and to supervise the counting
of votes

4. Recording the legality of the meeting

5. Recording the attendance at the meeting and adoption of the list of votes

6. Presentation of the annual accounts, the consolidated annual accounts, the
board of directors' report, and the auditor's report for the year 2012

Review by the president

7. Adoption of the annual accounts and consolidated annual accounts

8. Resolution on the use of the profit shown on the balance sheet, the payment
of dividend, and the authorisation of the board of directors to resolve on the
distribution of additional dividend

The board of directors has decided to propose to the annual general meeting that
a dividend of 0.25 euro per share be paid. The dividend will be payable to
shareholders who are registered in the shareholders' register maintained by
Euroclear Finland Ltd. on the dividend record date, Monday 15 April 2013. The
board proposes that the dividend payments be made on Monday, 22 April 2013.

Additionally, the board of directors proposes that it be authorised to decide at
its discretion on the payment of dividend should the company's financial
situation permit this. The additional dividend paid on the basis of the
authorisation, including all possible separate decisions on dividend payment,
may amount up to a maximum of 0.40 euro per share and 15,000,000 euro in total.
Any dividend paid on the basis of the board's decision will be paid to
shareholders who on the dividend record date are registered in the shareholders'
register maintained by Euroclear Finland Ltd. The board of directors will decide
on the record date for the dividend payout and on the dividend payment date,
which may at the earliest be the fifth banking day after the record date. The
authorisation is proposed to include the right for the board of directors to
decide on all other terms and conditions relating to the payment of additional
dividend. The authorisation is proposed to be effective until the beginning of
the next annual general meeting.

9. Resolution on the discharge of the members of the board of directors and the
president as well as the deputy to the president from liability

10. Resolution on the remuneration of the members of the board of directors

Shareholders, who represent more than 25 percent of all shares and votes of the
company, propose that the remuneration to the members of the board will be
maintained at the current level so that the remuneration is paid as follows: 1)
the chairman of the board 40,000 euro per term 2) the vice chairman of the board
30,000 euro per term, and 3) other board members each 20,000 euro per term. The
annual remuneration will be paid in the company's shares and in cash for the
part of taxes. Payment of the remuneration per term will be paid as a one-time
payment on 10 May 2013. The number of remuneration shares shall be determined
according to the closing quotation of the company's share on 8 May 2013. In
addition, the board members are entitled to a meeting remuneration, amount of
which is 750 euro/meeting for the chairman of the board and 500 euro/meeting for
the other board members.

11. Resolution on the number of members of the board of directors

Shareholders, who represent more than 25 percent of all shares and votes of the
company, propose that five members shall be appointed to the board.

12. Election of the members of the board of directors

Shareholders, who represent more than 25 percent of all shares and votes of the
company, propose that Mr. Tapani Järvinen, Mr. Hannu Martola, Ms. Mervi
Paulasto-Kröckel, Mr. Mikko Puolakka, and Mr. Henri Österlund shall be re-
elected as board members, for the term that ends at the end of the next annual
general meeting. The candidates have given their consent to the appointments.

13. Resolution on the remuneration of the auditor

The board of directors proposes to the annual general meeting that the auditor
to be elected at the annual general meeting be reimbursed according to the
auditor's reasonable invoice.

14. Election of the auditor

The board of directors proposes to the annual general meeting that
PricewaterhouseCoopers Oy, Authorised Public Accountants, be re-elected as the
company's auditor until the end of the next annual general meeting.
PricewaterhouseCoopers Oy has informed that Mr. Mikko Nieminen, Authorised
Public Accountant, shall act as the principal auditor. The candidates have given
their consent to the appointments.

15. Authorisation of the board of directors to decide on the repurchase and/or
the acceptance as pledge of the company's own shares

The board of directors proposes to the annual general meeting that the board of
directors be authorised to decide on the repurchase and/or the acceptance as
pledge of the company's own shares in one or more tranches as follows:

The aggregate number of shares repurchased and/or accepted as pledge on the
basis of the authorisation may not exceed 1,728,750 shares, which represents
approximately 10 percent of all the shares of the company. The company and its
subsidiaries together cannot at any time own and/or hold as pledge more than 10
percent of all of the company's registered shares.

Only unrestricted equity can be used to repurchase the company's own shares
under the authorisation. Own shares can be repurchased at a price determined by
public trading on the day of repurchase or at another market-based price.

The board of directors decides on the method of repurchasing and/or accepting as
pledge of the company's own shares as well as the other terms and conditions.
Shares can be repurchased otherwise than in the shareholders' proportional
holding of shares (directed repurchase). The authorisation cancels the
authorisation given by the annual general meeting on 12 April 2012 to the board
of directors to decide on the repurchase and/or acceptance as a pledge of the
company's own shares. The authorisation is effective until the next annual
general meeting of shareholders, however, no longer than until 10 October 2014.

16. Authorisation of the board of directors to decide on the issuance of shares,
the transfer of the company's own shares as well as the issuance of special
rights entitling to shares

The board of directors proposes to the annual general meeting that the board of
directors be authorised to decide on the issuance of shares, the transfer of the
company's own shares, and the issuance of special rights entitling to shares
according to Chapter 10, section 1 of the Finnish Companies Act in one or more
tranches as follows:

The aggregate number of shares issued or transferred on the basis of the
authorisation may not exceed 5,200,000 shares.

The board of directors decides on all the terms and conditions of the issuance
of shares, the transfer of the company's own shares, and the issuance of special
rights entitling to shares according to Chapter 10, section 1 of the Finnish
Companies Act. The authorisation concerns both the issuance of new shares as
well as the transfer of the company's own shares. The issuance of shares, the
transfer of the company's own shares, and the issuance of special rights
entitling to shares according to Chapter 10 section 1 of the Finnish Companies
Act may be carried out in deviation from the shareholders' pre-emptive rights
(directed issue).

The authorisation cancels the authorisation given by the annual general meeting
on 12 April 2012 to the board of directors to decide on the issuance of shares,
the transfer of the company's own shares as well as the issuance of special
rights entitling to shares. The authorisation is effective until the next annual
general meeting, however, no longer than until 10 October 2014.

17. Closing of the meeting

B. DOCUMENTS OF THE ANNUAL GENERAL MEETING

The aforementioned decision proposals relating to the agenda of the general
meeting as well as this notice are available on Okmetic Oyj's website at
http://www.okmetic.com/www/page/investors. The annual report of Okmetic Oyj,
including the company's annual accounts, the consolidated annual accounts, the
board of directors' report, and the auditor's report, is available on the above-
mentioned website as of 20 March 2013, at the latest. The proposals and the
other aforementioned documents are also available at the meeting. The minutes of
the meeting will be available on the above-mentioned website as of 24 April
2013, at the latest.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE GENERAL MEETING

1. Shareholder registered in the shareholders' register

Each shareholder, who is registered on the record date of the general meeting,
Wednesday 27 March 2013, in the shareholders' register of the company maintained
by Euroclear Finland Ltd., has the right to participate in the general meeting.
A shareholder, whose shares are registered on his/her personal Finnish book-
entry account, is registered in the shareholders' register of the company.

A shareholder registered in the company's shareholders' register, who wants to
participate in the general meeting, shall register for the meeting no later than
on Friday 5 April 2013 at 12.00 a.m. by giving a prior notice of participation.
The notice of participation has to be received by the registration deadline.
Such notice can be given:

a) by email to shareholders@okmetic.com;
b) by telephone on +358 9 5028 0406 during office hours from Monday to Friday
between 8.00 a.m. and 4.00 p.m.;
c) by letter, addressed to Okmetic Oyj, Share Register, P.O. Box 44, FI-01301
Vantaa, Finland; or
d) in person at the company's head office at Piitie 2, Vantaa, room 5.1.29
during office hours from Monday to Friday between 8.00 a.m. and 4.00 p.m.

In connection with the registration, a shareholder shall notify his/her name,
personal identification number, address, telephone number as well as the name of
a possible assistant or proxy representative and the personal identification
number of a proxy representative. The personal data given to Okmetic Oyj is used
only in connection with the general meeting and with the processing of related
registrations.

A shareholder, his/her representative or proxy representative shall, when
necessary, at the annual general meeting be able to prove his/her identity
and/or right of presentation.

2. Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the
general meeting by virtue of such shares, based on which he/she on Wednesday 27
March 2013 would be entitled to be registered in the shareholders' register of
the company maintained by Euroclear Finland Ltd. The right to participate in the
general meeting requires, in addition, that the shareholder on the basis of such
shares has been temporarily registered into the shareholders' register
maintained by Euroclear Finland Ltd. at the latest by Friday 5 April 2013, by
10.00 a.m. As regards nominee registered shares this constitutes as registration
for the general meeting.

A holder of nominee registered shares is advised to request without delay
necessary instructions regarding the registration in the temporary shareholders'
register of the company, the issuing of proxy documents, and the registration
for the general meeting from his/her custodian bank. The account management
organisation of the custodian bank shall register a holder of nominee registered
shares, who wants to participate in the general meeting, to be temporarily
entered into the shareholders' register of the company by no later than the time
stated above.

3. Proxy representative and powers of attorney

A shareholder may participate in the general meeting and exercise his/her rights
at the meeting by means of proxy representation.

A proxy representative shall produce a dated proxy document or otherwise in a
reliable manner demonstrate his/her right to represent the shareholder at the
general meeting. When a shareholder participates in the general meeting by means
of several proxy representatives representing the shareholder with shares at
different securities accounts, the shares by which each proxy representative
represents the shareholder shall be identified in connection with the
registration for the general meeting.

Possible proxy documents should be delivered in originals to Okmetic Oyj, Share
Register, P.O.Box 44, FI-01301 Vantaa by the registration deadline.

4. Other information

Pursuant to Chapter 5, section 25 of the Companies Act, a shareholder who is
present at the general meeting has the right to request information with respect
to the matters to be considered at the meeting.

On the date of this notice to the general meeting, 12 February 2013, the total
number of shares and votes in Okmetic Oyj is 17,287,500 and the company holds
227,946 of its own shares.

OKMETIC OYJ

BOARD OF DIRECTORS

For further information, please contact:

Senior Vice President, Finance, IT, and Communications Juha Jaatinen, Okmetic
Oyj,
tel. +358 9 5028 0286, email: juha.jaatinen@okmetic.com

Distribution:
NASDAQ OMX Helsinki
Principal Media
www.okmetic.com

OKMETIC IN BRIEF

Take it higher

Okmetic is a technology company which supplies tailor-made silicon wafers for
sensor and semiconductor industries and sells its technological expertise to the
solar cell industry. Okmetic provides its customers with solutions that boost
their competitiveness and profitability.

Okmetic's silicon wafers are part of a further processing chain that produces
end products that improve human interaction and quality of life. Okmetic's
products are based on high-tech expertise that generates added value for
customers, innovative product development and an extremely efficient production
process.

Okmetic has a global customer base and sales network, production plants in
Finland and the US and contract manufacturers in Japan and
China.

Okmetic's shares are listed on NASDAQ OMX Helsinki under the code
OKM1V. For more information on the company, please visit our website at
www.okmetic.com.




[HUG#1677231]

Attachments:

OKME0813.pdf