2010-03-05 11:20:00 CET

2010-03-05 11:20:02 CET


REGULATED INFORMATION

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Westend ICT Oyj - Notice to general meeting

WESTEND ICT PLC NOTICE TO THE GENERAL MEETING


WESTEND ICT PLC Stock Exchange Release 5.3.2010 at 12:20 Finnish time

NOTICE TO THE GENERAL MEETING                                                   

Notice is given to the shareholders of Westend ICT Plc to the annual general    
meeting to be held on Wednesday, March 24, 2010, at 10:00 in the conference room
of Radisson Blu Royal Hotel at Runeberginkatu 2, 00100 Helsinki. The reception  
of persons who have registered for the meeting will commence at 9:30 a.m. at the
meeting location.                                                               

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 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 (including the annual accounts of the    
group), 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, including adoption of the annual accounts of
the group                                                                       

8. Resolution on the use of the profit shown on the balance sheet and the       
payment of dividend                                                             

- The board of directors proposes that no dividend be paid for the financial    
period and that the profit for the financial period that ended on December 31,  
2009, be booked against retained earnings.                                      

9. Resolution on the discharge of the members of the board of directors and the 
CEO from liability                                                              

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

- The board of directors proposes that the members of the board of directors be 
paid a monthly fee as follows: the chairman of the board of directors 1,500     
euros/month and the other members of the board of directors 1,000 euros/month.  

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

- Shareholders who represent a total of 51% of the company shares and votes have
notified the board of directors that, in the general meeting, they will propose 
that the number of the members of the board of directors be confirmed to three  
(3) and that no deputy members be selected and that the current members of the  
board of directors—Mikko Salminen, Jörg Ott and Hannu Jokela—be reselected.     

12. Election of auditor and resolution on the remuneration of the auditor       

- The board of directors proposes that the remuneration be paid according to a  
reasonable invoice and the Authorized Public Accounting Firm Ernst & Young Oy be
selected as the auditor.                                                        

13. The board of directors' proposal for changing the terms of the company's    
convertible loan                                                                

The board of directors proposes that the terms of the convertible loan decided  
by the general meeting on March 27, 2003, and changed by the general meeting on 
June 18, 2009, (registered on July 17, 2009) be changed as follows:             
- section I.4 of the terms be changed to extend the loan period until December  
31, 2011;                                                                       
- section II.1 of the terms be changed so that when the loan is converted, the  
entire subscription price is booked to the reserve for invested unrestricted    
equity ; and                                                                    
- the above mentioned changes be applied to the conversion time and other terms 
of the loan as applicable.                                                      

Changing the terms of the convertible loan has been agreed on with the          
subscribers of the loan.                                                        

Additionally, it is proposed that the board of directors be authorized to       
negotiate with the subscribers of the loan and agree on changing the terms of   
the loan to improve the capital and financing situation of the company.         

14. Closing of the meeting                                                      

B. Documents of the general meeting                                             

The proposals of the board of directors relating to the agenda of the general   
meeting as well as this notice are available on Westend ICT Plc's web site at   
www.westendict.com. The annual report, including the company's annual accounts  
and the group's annual accounts, the report of the board of directors and the   
auditor's report, will be available to shareholders on the company's web site no
later than March 12, 2010. The proposals of the board of directors and the      
annual report are also available at the company's head office at Vänrikinkuja 2,
02600 Espoo, and at the general meeting. Copies of these documents and of this  
notice will be sent to shareholders upon request.                               

C. Instructions for the participants in the general meeting                     

1. The right to participate and registration                                    

Each shareholder, who is registered on March 12, 2010, in the shareholders'     
register of the company held 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, who wants to participate in the general meeting, shall register  
for the meeting no later than March 19, 2010, at 16:00, by giving a prior notice
of participation. Such notice can be given:                                     

by e-mail: yhtiokokous@westendict.com;                                          
by phone: +358 207 916700;                                                      
by fax: +358 207 916701; or                                                     
by regular mail to Westend ICT Plc, Registration for the general meeting,       
Vänrikinkuja 2, 02600 Espoo                                                     

The notice must arrive before the end of the registration period. In connection 
with the registration, a shareholder shall notify his/her name, personal        
identification number, contact information, and the name of a possible assistant
or proxy representative and the personal identification number of a proxy       
representative. The personal information given to the company is used only in   
connection with the general meeting and with the processing of related          
registrations.                                                                  

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.                                 

2. Proxy representatives 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   
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 Westend ICT Plc,   
Registration for the general meeting, Vänrikinkuja 2, 02600 Espoo, before the   
last date for registration.                                                     

3. Holders of nominee registered shares                                         

A holder of nominee registered shares is advised to request without delay       
necessary instructions regarding the registration in the shareholders' register 
of the company, the issuing of proxy documents and registration for the general 
meeting from his/her custodian bank. The account management organization of the 
custodian bank will 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 at the latest on the date required by the 
regulations of Euroclear Finland Ltd., that is, March 19, 2010. For nominee     
registered shares, this is considered as registration for the general meeting.  

4. Other instructions and information                                           

At the date of this notice to the general meeting, March 5, 2010, the total     
number of shares and votes in Westend ICT Plc is 128,492,696.                   

We welcome the shareholders to the annual general meeting.                      

Espoo, March 4, 2010                                                            


WESTEND ICT PLC                                                                 
BOARD OF DIRECTORS