2011-02-16 15:30:00 CET

2011-02-16 15:30:34 CET


REGULATED INFORMATION

English
Okmetic Oyj - Notice to general meeting

OKMETIC'S ANNUAL GENERAL MEETING TO CONVENE ON 7 APRIL 2011 AT 10 A.M.


OKMETIC OYJ                STOCK EXCHANGE RELEASE   16 FEBRUARY 2011 AT 4.30
P.M.

OKMETIC'S ANNUAL GENERAL MEETING TO CONVENE ON 7 APRIL 2011 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 Thursday
7 April 2011 at 10.00 a.m. The meeting will be held in the Akropolis hall of
Technopolis, address Teknobulevardi 3-5, 01530 Vantaa. The registration 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 report of the board of directors and
the auditor's report for the year 2010

Review by the president

7. Adoption of the annual accounts

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

The board of directors has decided to propose to the annual general meeting that
a dividend of 0.30 euro per share be paid. The dividend will be payable to
shareholders who are registered in the shareholder register maintained by the
Euroclear Finland Ltd. on the dividend record date, 12 April 2011. The board
proposes that the dividend payments be made on Tuesday, 19 April 2011.

Additionally, the board of directors proposes that it be authorised to decide at
its discretion on the payment of a dividend should the company's financial
situation permit this. The additional dividend, 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. The authorisation is effective until the beginning
of the next annual general meeting. Any dividend paid on the basis of the
board's decision will be paid to shareholders who, on the record date determined
by the board of directors, are registered in the shareholder register maintained
by Euroclear Finland Ltd. The board of directors will decide on the record date
for dividend payout and on the dividend payment date, which may at the earliest
be the fifth banking day after the record date.

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

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

Shareholders, who represent more than 20 percent of all shares and votes of the
company, propose that the remuneration to the members of the board will be
raised so that the remuneration is paid as follows: 1) the chairman will receive
40,000 euro per term 2) the vice chairman 30,000 euro per term and 3) other
board members 20,000 euro per term. The annual remuneration will be paid in the
company's shares and in cash for the part of taxes. 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 other board
members.

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

Shareholders, who represent more than 20 percent of all shares and votes of the
company, propose that the general meeting decide to appoint five members to the
board.

12. Election of the members of the board of directors

Shareholders, who represent more than 20 percent of all shares and votes of the
company, propose that Mr. Tapani Järvinen, Mr. Hannu Martola, Mr. Pekka Salmi
and Mr. Henri Österlund shall be re-elected and Ms. Mervi Paulasto-Kröckel shall
be elected as a new board member, for the term that terminates at the end of the
next annual general meeting. The candidates have given their consent to the
appointments.

Okmetic's vice chairman of the board Mr. Esa Lager has announced that he will
not be available for re-election.

Ms. Mervi Paulasto-Kröckel, D.Sc. (Tech.), was born in 1966. She is currently a
Professor in the Aalto University School of Electrical Engineering. She has been
employed by the Aalto University since the end of 2008. Prior to her academic
career, she worked as a Development Director at Infineon Technologies AG and has
held various R&D positions at Motorola. The aforementioned assignments were
based in Munich.

13. Resolution on the remuneration of the auditor

The committee charged with appointing the company auditor proposes that the
external auditor to be elected at the annual general meeting be reimbursed
according to the auditor's reasonable invoice.

14. Election of auditor

The committee charged with appointing the company auditor proposes that the
general meeting decide to re-elect until the end of the next annual general
meeting as the company auditors PricewaterhouseCoopers Oy, Authorised Public
Accountants, who have informed that Mr. Mikko Nieminen, Authorised Public
Accountant, shall act as the principal auditor. The candidates have given their
consent to the appointments.

15. Authorising 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 repurchase and/or the acceptance as pledge
of the company's own shares 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 the method of repurchasing and/or accepting as
pledge the company's own shares as well as the other terms and conditions.
Derivatives, for example, can be used in the repurchase. Shares can be
repurchased independently of the shareholders' proportional share holdings
(directed repurchase). The authorisation is effective until the following annual
general meeting of shareholders, however, no longer than until 7 October 2012.

16. Authorising the board of directors to decide on transferring rights to 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 issuance of shares to transfer own shares
repurchased by the company as follows:

The aggregate number of rights transferred on the basis of the authorisation
cannot exceed 1,728,750 shares, which represents 10 percent of all the shares of
the company.

The board of directors will be authorised to decide on all the terms and
conditions of the issuance of shares. The authorisation will be limited to
transfer of own shares held by the company. The share issue can be carried out
as a directed issue. The board of directors may also decide to cancel the
repurchased shares.

The authorisation is effective until the following annual general meeting of
shareholders. The authorisation shall cancel the authorisation granted at the
extraordinary general meeting of 6 November 2008 regarding the transfer of the
company's own shares.

17. Authorising the board of directors to decide on the issuance of 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 issuance of shares and special rights
entitling to shares according to Chapter 10, section 1 of the Finnish Companies
Act as follows:

The aggregate number of shares issued on the basis of the authorisation may not
exceed 3,457,500 shares, which represents approximately 20 percent of all the
shares of the company.

The board of directors is authorised to decide on all the terms and conditions
of the issuance of shares and special rights entitling to shares. The
authorisation relates to the issuance of new shares. Issuance of shares and
special rights entitling to shares can be carried out as a directed issue.

The authorisation is effective until the following annual general meeting of
shareholders, however, no longer than until 7 October 2012. The authorisation
shall not cancel other authorisations given in the same general meeting.

18. 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 report of the board of directors
and the auditor's report, is available on the above-mentioned website three
weeks before the annual general meeting and at the company's head office,
address Piitie 2, Vantaa one week before the annual general meeting. The
proposals 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 above-mentioned website as
from 21 April 2011, at the latest.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE GENERAL MEETING

1. Shareholders registered in the share register

Each shareholder, who is registered on the record date of the general meeting,
Monday 28 March 2011, in the shareholder 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 shareholder register of the company.

A shareholder marked in the company's shareholder register, who wants to
participate in the general meeting, shall register for the meeting no later than
Monday 4 April 2011 at 10.00 a.m. by giving a prior notice of participation. The
notice of participation has to be received before the register deadline. Such
notice can be given:

a) by email to shareholders@okmetic.com;
b) by telephone on +358 9 5028 0406;
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 and 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, be able to prove his/her indentity 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 Monday 28
March 2011 would be entitled to be registered in the shareholders' register of
the company held 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 held by
Euroclear Finland Ltd. at the latest by 4 April 2011, by 10.00 a.m. As regards
nominee registered shares this constitutes due 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 shareholder
register of the company, the issuing of proxy documents and registration for the
general meeting from his/her custodian bank. The account management organisation
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
shareholder 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 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 Okmetic Oyj, Share
Register, P.O.Box 44, FI-01301 Vantaa before the last date for registration.

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 16 February 2011, the total
number of shares and votes in Okmetic Oyj is 17,287,500 and the company holds
203,244 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.



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OKME0611.pdf