2010-02-04 12:00:00 CET

2010-02-04 12:01:59 CET


REGULATED INFORMATION

English
M-real - Company Announcement

Notice of Annual General Meeting of M-real Corporation on 24 March 2010 at 3 p.m.


M-real Corporation Stock Exchange Release 4 February 2010 at 13

Notice of Annual General Meeting of M-real Corporation on 24 March 2010 at 3
p.m.

Notice  is given to the shareholders of M-real Corporation to the Annual General
Meeting  to  be  held  on  24 March  2010 at  3.00 p.m. at the Finlandia-hall at
Mannerheimintie  13e, Helsinki (entrances M3  and K3). The  reception of persons
who  have registered for the meeting and the distribution of voting tickets will
commence at 2.00 p.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
Review by the Chairman.
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 adoption of the list of votes
6. Presentation of the annual accounts, the report of the Board of Directors and
the auditor's report for the year 2009
Review by the CEO.
7. Adoption of the annual accounts
8. Consideration of the annual result and resolution on the payment of dividend
The Board of Directors proposes that no dividend be distributed for the
financial year 2009.
9. Resolution on the discharge of the members of the Board of Directors, the CEO
and his deputy from liability
10. Resolution on the remuneration of the members of the Board of Directors
The Board of Directors' Nomination and Compensation Committee proposes that the
remuneration for the members of the Board of Directors be kept unchanged, i.e.
that the Chairman be paid EUR 76.500, the Vice Chairman EUR 64.500 and ordinary
members EUR 50.400 per year. In addition, a fee of EUR 500 be paid for each
meeting of the Board of Directors and its committees. The Committee further
proposes that approximately one half of the annual remuneration be paid in the
company's B-class shares to be acquired from public trading.
11. Resolution on the number of members of the Board of Directors
The Board of Directors' Nomination and Compensation Committee proposes that the
number of members of the Board of Directors be nine (9) members.
12. Election of members of the Board of Directors
The Board of Directors' Nomination and Compensation Committee proposes that
board members Martti Asunta, Kari Jordan, Kai Korhonen, Liisa Leino, Juha
Niemelä, Antti Tanskanen and Erkki Varis be re-elected as members and that Kirsi
Komi, L.L.M. and Mikael Aminoff, M.Sc.(For) be elected as new members of the
Board of Directors. Ms Komi acts (until 30 April 2010) as General Counsel and
member of the Executive Board of Nokia Siemens Networks while Mr Aminoff is,
among other things, a member of the Board of Directors of Metsäliitto
Cooperative. The term of office of board members shall expire at the end of the
next Annual General Meeting.
13. Resolution on the remuneration of the auditor
The Board of Directors proposes, based on the Audit Committee's recommendation,
that a fee in accordance with the auditor's invoice be paid to the auditor.
14. Election of auditor
The Board of Directors proposes, based on the Audit Committee's recommendation,
that PricewaterhouseCoopers Oy be re-elected as auditor. The auditor's term of
office shall expire at the end of the next Annual General Meeting.
15. Board of Directors investigation on the merger of the company's share
classes
The Annual General Meeting held on 12 March 2009 instructed the Board of
Directors to investigate possibilities to merge the company's A and B share
classes with a view to bringing to the next general meeting a proposal that
could get sufficient support. The Board has investigated the merger of the two
share classes and concludes that, for the time being, there are no prerequisites
to merge the share classes. Therefore, the Board of Directors does not bring to
the Annual General Meeting a proposal on the merger of the company's share
classes.
16. Closing of the meeting

B. Documents of the general meeting

The proposals of the Board of Directors and its committees relating to the
agenda of the annual general meeting as well as this notice are available on the
company's website at www.m-real.com <http://www.m-real.com/>. The annual report
of M-real Corporation, including the company's annual accounts, the report of
the Board of Directors, auditor's report and corporate governance statement, is
available on the above-mentioned website no later than 3 March 2010. The
proposals of the Board of Directors and its committees and the annual accounts
are also available at the meeting. Copies of these documents and of this notice
will be sent to shareholders upon request. The minutes of the meeting will be
available on the company's website no later than on 7 April 2010.

C. Instructions for the participants in the general meeting

1. The right to participate and registration

Each shareholder, who is on 12 March 2010 registered in the shareholders'
register of the company held by Euroclear Finland Ltd., has the right to
participate in the Annual 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, who wants to participate in the Annual General Meeting, shall
register for the meeting no later than 19 March 2010 at 10.00 a.m. by giving a
prior notice of participation. Such notice can be given as of 12 February 2010:
a) on the company's website at www.m-real.com <http://www.m-real.com/>;
b) by e-mail to AGM2010@m-real.com;
c) by telephone to +358 10 4654190; or
d) by mail to M-real Corporation, Legal Services/Karjalainen, P.O. Box 20,
FI-02020 Metsä.

In connection with the registration, a shareholder shall notify his/her name,
personal identification number, address, telephone number and the name of a
possible assistant or proxy representative and the personal identification
number of such proxy representative.

2. Proxy representative and powers of attorney

A shareholder may participate in the 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 at the meeting. Possible proxy
documents should be delivered in originals to M-real Corporation, Legal
Services/Karjalainen, P.O. Box 20, FI-02020 Metsä on the final date for
registration at the latest.

3. Holders of nominee registered shares

A holder of nominee registered shares is advised to request from his/her
custodian bank, without delay, necessary instructions regarding the registration
in the shareholder's register of the company, the issuing of proxy documents and
registration for the general meeting. The account management organisation of the
custodian bank will register a holder of nominee registered shares wishing to
participate in the general meeting to be temporarily entered into the
shareholders' register of the company on 19 March 2010 by 10.00 a.m. at the
latest. A shareholder, who is registered in the temporary shareholders'
register, is concurrently registered for the meeting.

4. Other instructions and information

Pursuant to chapter 5, section 25 of the Company's 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.

The personal data given to the company is used only in connection with the
general meeting and the processing of related registrations.

On the date of this notice, the total number of shares in M-real Corporation is
36,339,550 A-shares and 291,826,062 B-shares carrying an aggregate of
1,018,617,062 votes. According to the Articles of Association each A share
carries twenty (20) votes while each B share carries one (1) vote.

In Espoo on 4 February 2010

M-REAL CORPORATION
BOARD OF DIRECTORS



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