Neo Industrial Oyj - Notice to convene extr.general meeting

NOTICE TO THE EXTRAORDINARY SHAREHOLDERS´ MEETING OF NEO INDUSTRIAL PLC

NEO INDUSTRIAL PLC          STOCK EXCHANGE RELEASE   13 October 2014 at 2.50 pm

NOTICE TO THE EXTRAORDINARY SHAREHOLDERS´ MEETING OF NEO INDUSTRIAL PLC

The Extraordinary Shareholders´  Meeting of Neo Industrial Plc will be held on
Monday, 3 November 2014 at 11 am at premises of Castrén & Snellman Attorneys
Ltd, Eteläesplanadi 14, 6th floor, 00100 Helsinki. Registration and
distribution of voting tickets will start at 10.30 am. 

A. MATTERS ON THE AGENDA OF THE EXTRAORDINARY SHAREHOLDERS´ MEETING

The meeting shall handle the following matters:

  1. Opening of the meeting

  1. Calling the meeting to order

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

  1. Recording the legality of the meeting

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

  1. Amending the articles of association

The Board of Directors proposes to the Extraordinary General Meeting that the
limit of the numbers of the shares is removed and the section 4 Shares is
amended to be as follows: 

”4 § Shares

The shares of the company is divided into A and B shares.

The differences between A and B shares are detailed below in section 6.

When new shares are issued, proportionally to the relationship between the
share types, A shareholders have the primary right to subscribe A shares and B
shareholders have the primary right to subscribe B shares in the proportion in
which they hold these types of shares. Shareholders have the secondary right to
subscribe shares not subscribed under the primary right."

  1. The proposal of the Board of Directors to accept the arrangements regarding
     the Company

The Board of Directors proposes to the Extraordinary General Meeting to accept
as a part of the total arrangement published 13.10.2014 the purchase of the
shares of Reka Kumi Ltd to Neo Industrial group,  issue in deviation from the
shareholders´ pre-emptive rights and give Neo Industrial Plc's new B shares
totalling 4,000,000 to Reka Ltd as payment of the shares of Reka Kumi Ltd
shares and issue in deviation from the shareholders´ pre-emptive rights maximum
2,666,700 Neo Industrial Plc's new B shares to implement corporate and finance
arrangements. 

The Board of Directors will implement the above mentioned share issues by using
the authorizations given by the Extraordinary General Meeting on 11 September
2014 and the Annual General Meeting on 4 April 2013. 

  1. Closing of the Meeting

B. DOCUMENTS OF THE EXTRAORDINARY SHAREHOLDERS´ MEETING

The above mentioned proposals of the Board of Directors relating to the agenda
of the Extraordinary Shareholders´ meetings, this notice and other meeting
documents are available on Neo Industrial Plc´s website  www.neoindustrial.fi
and at the premises of the Company latest 13 October 2014. The proposals of the
Board of Directors with supporting material 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 website as from 17
November 2014. 

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE EXTRAORDINARY SHAREHOLDERS´ MEETING

1. The right to participate and registration

In order to attend the Extraordinary Shareholders´s Meeting, the shareholders
must be registered as the company's shareholders in Neo Industrial Plc's
shareholder register maintained by Euroclear Finland on 22 October 2014 at the
latest. 

A shareholder who wants to participate in the Extraordinary Shareholders´
Meeting shall register for the meeting no later than 29 October 2014 16.00, at
the latest, by giving a prior notice of participation. Such notice can be
given: 

a) by e-mailing viestinta@neoindustrial.fi
b) by telephoning +358 207 209 192
c) by regular mail to address Neo Industrial Plc, Niinistönkatu 12, 05800
Hyvinkää, Finland. 

The registration must arrive before the end of the registration period.

In connection with the registration, a shareholder shall notify his/her name,
personal or business identification number, address, telephone number and the
name of a possible assistant. The personal data given to Neo Industrial Plc is
used only in connection with the Extraordinary Shareholders´ Meeting and with
the processing of related registrations. 

2. Holders of nominee registered shares

A holder of nominee registered shares who wants to participate in the general
meeting must be entered into the shareholders' register of the company on the
record date of the meeting, 22 October 2014. A shareholder of nominee
registered shares must also be temporarily entered into the shareholders'
register held by Euroclear Finland, of the Company on 29 October 2014 by 10.00
am. Finnish time at the latest. With respect to nominee registered shares the
temporary entry into the shareholders' register is considered as registration
for the Extraordinary Shareholders´ Meeting. 

A holder of nominee registered shares, who wishes to participate in the
Extraordinary Shareholders´ Meeting, is advised to request necessary
instructions regarding the registration in the temporary shareholder's register
of the company, the issuing of proxy documents and registration for the meeting
from his/her custodian bank. The custodian bank is to inform the holder of
nominee registered shares, who wants to participate to the Extraordinary
Shareholders´ Meeting, by the time mentioned above. 

3. Proxy representative and powers of attorney

A shareholder may participate in the Extraordinary Shareholders´ 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. 

When a shareholder participates in the shareholders' meeting by means of
several proxy representatives representing the shareholder with shares at
different securities accounts, the shares represented by each proxy
representative shall be identified in connection with the registration for the
shareholders' meeting. 

Possible proxy documents should be delivered in originals to the address Neo
Industrial Plc, Niinistönkatu 12, 05800 Hyvinkää, Finland before the last date
of registration. 

4. Other information

Pursuant to Chapter 5, section 25 of the Companies Act, a shareholder who is
present at the Shareholders´ 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 Extraordinary Shareholders´ Meeting 13
October 2014, the number of A-shares in Neo Industrial Plc is 139,600 shares,
representing a total of 2,792,000 votes, and the number of B-shares is
5,880,760 shares, representing a total of 5,880,760 votes. 


Hyvinkää, 13 October 2014

Neo Industrial Plc
The Board of Directors


FURTHER INFORMATION
Jari Salo, Managing Director, tel. +358 207 209 196

www.neoindustrial.fi