Lassila & Tikanoja - Notice to convene extr.general meeting

Lassila & Tikanoja plc: Notice to the Extraordinary General Meeting

Helsinki, Finland, 2013-10-23 07:05 CEST (GLOBE NEWSWIRE) -- 
Lassila & Tikanoja plc                Stock exchange release          23
October 2013 8.05 a.m. 



Notice is given to the shareholders of Lassila & Tikanoja plc of the
Extraordinary General Meeting to be held on Monday 18 November 2013 at 4.00 pm
in Valkea talo, at the address of Ilkantie 4, Haaga, 00400 Helsinki. The
reception of persons who have registered for the meeting and the distribution
of the voting tickets will commence at 3.30 pm. 

A. Matters on the agenda of the Extraordinary General Meeting

1. Opening of the meeting

2. Calling the meeting to order

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

4. Recording the legality of the meeting

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

6. Review by the President and CEO

7. Resolution on the payment of extra dividend and additional capital repayment

The Board of Directors proposes to the Extraordinary General Meeting that based
on the balance sheet adopted for the financial period ended on 31 December
2012, an extra dividend of EUR 0.35 per share as well as an additional capital
repayment of EUR 0.15 per share be distributed to shareholders in addition to
already paid capital repayment of EUR 0.60 per share decided by the Annual
General Meeting on 12 March 2013. Thus, according to the proposal, the
cumulative amount of the extra dividend and the additional capital repayment
would be EUR 0.50 per share. 

The extra dividend will be paid from retained earnings and the additional
capital repayment from the reserve for invested unrestricted equity. The extra
dividend and the additional capital repayment will be paid to shareholders who
are registered in the Company's shareholder register maintained by Euroclear
Finland Ltd on the record date for payment, 21 November 2013. The Board
proposes that both the extra dividend and the additional capital repayment be
paid on 28 November 2013. 

The payment of extra dividend and additional capital repayment are based on tax
legislation amendments under consideration, and the Board of Directors of the
Company will take into account the extra dividend and the additional capital
repayment now proposed to the Extraordinary General Meeting when considering
the proposal on asset distribution to be made for the Annual General Meeting
2014. 

8. Closing of the meeting

B. Documents of the Extraordinary General Meeting

This notice, which includes the proposal of the Board of Directors in its
entirety, is available on Lassila & Tikanoja plc's website at
www.lassila-tikanoja.com. Also available on website are the 2012 annual report
of Lassila & Tikanoja plc, including the Company's latest financial statements,
consolidated financial statements, the report of the Board of Directors and the
Auditor's report, as well as interim reports prepared after the end of the
preceding financial period, the statement by the Board of Directors on the
events occurring after the preparation of the latest interim report which have
a material effect on the state of the Company, and the minutes of the Annual
General Meeting held on 12 March 2013, which includes a resolution on the
capital repayment made after the end of the preceding financial period. The
abovementioned documents are also available at the Extraordinary General
Meeting. The minutes of the meeting will be available on the abovementioned
website as from 2 December 2013 at the latest. 

C. Instructions for the participants in the Extraordinary General Meeting

1. Shareholders registered in the shareholders' register

Each shareholder, who is registered on 6 November 2013 in the Company's
shareholder register held by Euroclear Finland Ltd, has the right to
participate in the Extraordinary General Meeting. A shareholder, whose shares
are registered on his/her personal Finnish book-entry account, is registered in
the Company's shareholder register. 

A shareholder, who is registered in the shareholders' register of the Company
and who wants to participate in the Extraordinary General Meeting, shall
register for the meeting no later than Wednesday 13 November 2013 at 4.00 pm by
giving a prior notice of participation. Such notice can be given: 

a) via the Company website www.lassila-tikanoja.com

b) by telephone at +358 20 770 6876 on weekdays during 9.00 am - 4.00 pm, or

c) by regular mail to Lassila & Tikanoja plc, Taru Enrot, P.O. Box 28, 00441
Helsinki, Finland. 

In connection with the registration, a shareholder shall notify his/her name,
personal identification number/company identification number, address,
telephone number and the name of a possible assistant or proxy representative
and the personal identification number of a proxy representative. The personal
data given to Lassila & Tikanoja plc is used only in connection with the
Extraordinary General Meeting and with the processing of related registrations. 

2. Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the
Extraordinary General Meeting by virtue of such shares, based on which he/she
on 6 November 2013 would be entitled to be registered in the shareholders'
register of the Company held by Euroclear Finland Ltd. The right to participate
in the Extraordinary General Meeting requires, in addition, that the
shareholder on the basis of such shares has been temporarily registered into
the shareholders' register held by Euroclear Finland Ltd at the latest by 13
November 2013, by 10:00 am. As regards nominee registered shares this
constitutes due registration for the Extraordinary General Meeting. 

A holder of nominee registered shares is advised to request without delay
necessary instructions regarding the temporary registration in the Company's
shareholder register, the issuing of proxy documents and registration for the
Extraordinary General Meeting from his/her custodian bank. The account manager
of the custodian bank shall register a holder of nominee registered shares, who
wants to participate in the Extraordinary General Meeting, temporarily into the
Company's shareholder register at the latest by the time stated above. 

3. Proxy representative and powers of attorney

A shareholder may participate in the Extraordinary General Meeting and exercise
his/her rights at the meeting by way 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. When a
shareholder participates in the Extraordinary 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 Extraordinary General Meeting. 

Possible proxy documents should be delivered in originals to Lassila & Tikanoja
plc, Taru Enrot, P.O. Box 28, FI-00441 Helsinki, Finland before the last date
for registration. 

4. Other information

Pursuant to chapter 5, section 25 of the Finnish Companies Act, a shareholder
who is present at the Extraordinary 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 of the Extraordinary General Meeting 22 October
2013, the total number of shares and votes in Lassila & Tikanoja plc is
38,798,874. 

Helsinki, 22 October 2013



LASSILA & TIKANOJA PLC

Board of Directors



Pekka Ojanpää
President and CEO



For additional information, please contact Pekka Ojanpää, President and CEO,
tel. +358 10 636 2810. 


Lassila & Tikanoja is a service company that is transforming the consumer
society into an efficient recycling society. In co-operation with our customers
we are reducing waste volumes, extending the useful lives of properties,
recovering materials and decreasing the use of raw materials and energy. We
help our customers to focus on their core business and to save the environment.
Together, we create well-being and jobs. With operations in Finland, Sweden,
Latvia and Russia, L&T employs 9,000 persons. Net sales in 2012 amounted to EUR
674.0 million. L&T is listed on NASDAQ OMX Helsinki. 



Distribution:
NASDAQ OMX Helsinki
Major media
www.lassila-tikanoja.com