2007-03-21 12:27:55 CET

2007-03-21 12:27:55 CET


REGULATED INFORMATION

Finnish English
Tulikivi Oyj - Notice to general meeting

SUMMONS TO THE ANNUAL GENERAL MEETING


The shareholders of Tulikivi Corporation are invited to the Annual
General Meeting to be held on 13 April 2007 from 12.00 at the
Kivikylä auditorium in Nunnanlahti, Juuka.

The following matters will be dealt with by the Annual General
Meeting:
         
1. Matters belonging to the Annual General Meeting according to
Article 10 of the Articles of Association and Chapter 5 Article 3
of the Companies' Act.
         
2. Proposal concerning the composition of the Board of Directors

The nomination committee proposes to the Annual General Meeting
that Matti Virtaala, Juhani Erma, Risto Jääskeläinen (Bishop
Ambrosius), Eero Makkonen, Heikki Vauhkonen and Reijo Vauhkonen be
re-elected as members of the Board of Directors for the new term
and that Maarit Toivanen-Koivisto be elected as a new member of
the Board of Directors.

3. Proposal concerning auditor

The Board of Directors proposes to the Annual General Meeting that
the audit company KPMG Oy Ab is elected as auditor of the company
with authorised public accountant Ari Eskelinen as the responsible
auditor.

4. Proposal to distribute dividends

The Board of Directors proposes to the Annual General Meeting that
0.090 euros/share is paid as dividend to the A-series shares and
that 0.088 euros/share is paid as dividend to the K-series shares.
The dividend payment resolved by the Annual General Meeting is to
be paid to shareholders who, on the record date for dividend
payment, are registered in the share register of the company kept
by the Finnish Central Securities Depository. The record date for
the dividend payment is 18 April 2007. The Board of Directors
proposes to the Annual General Meeting that the dividend is paid
on 25 April 2007.

5. Proposal by the Board of Directors to authorise the Board of
Directors to decide upon the repurchase of own shares

The Board of Directors proposes to the Annual General Meeting that
the Annual General Meeting would resolve to authorise the board of
directors to decide on the repurchase of the company's own shares
under the following terms:

a) The company's shares are to be acquired in order to develop the
company's capital structure and to be used as consideration in
acquisitions or other structural arrangements in a manner
determined by the Board of Directors. In addition the shares may
be acquired for the use in share-based incentive arrangement, for
payment of share-based remuneration or otherwise to be transferred
or cancelled.

b) A maximum number of 2,760,397 of the A-series shares and
954,000 of the K-series shares of the company may be repurchased.

c) Shares will be acquired in the following manner:

(i) The company's A-series shares will be acquired in accordance
with the decision of the Board of Directors deviating from the
ownership share of the shareholders in public trading from the
Helsinki Stock Exchange at the price set at the Helsinki Stock
Exchange and in accordance with its rules;

(ii) The company's K-series shares will be acquired in the
proportion of shares owned by the shareholders by making an offer
to the owners of the K-series shares with the following terms; the
price paid for the K-series shares corresponds to the weighted
average price paid in the executed transactions in the public
trading of the A-series shares at the Helsinki Stock Exchange
during the two weeks period preceding the signing date of the
offer. In case the company has not managed to acquire the number
of K-series shares set out in the resolution by the General
Meeting, the Board of Directors may acquire the missing amount
from those owners of the K-series shares willing to sell more than
their proportional share of the shares to be acquired. In case
more shares are offered for sale than the number to be purchased,
the Board of Directors will decide, having regard to the ownership
share of the sellers and the number of shares offered for sale,
how the number shares to be purchased is to be allocated among the
shareholders offering shares for repurchase.
     
d) The repurchase of the shares will be carried out with profit
funds available for distribution and the acquisition will reduce
the equity available for distribution.

e) The authorisation to repurchase shares is in force until the
Annual General Meeting to be held in 2008 but, however, not for a
longer period than 18 months as of the resolution by the General
Meeting.

f) All other issues related to the repurchase of shares are
decided by the Board of Directors of the Company.

6. Proposal by the Board of Directors to authorise the Board of
Directors to decide upon an issue of shares and the company's own
shares in possession of the company and the right to issue special
rights which give entitlement to shares as defined in Chapter 10
Article 1 of the Companies' Act.

The Board of Directors proposes to the Annual General Meeting that
the Annual General Meeting would resolve to authorise the board of
directors to decide on the issue of new shares or the company's
own shares in the possession of the company. The new shares or the
company's own shares in possession of the company may be issued
against payment or free of charge to all shareholders in
accordance with their proportional ownership of the company's
shares or deviating from the shareholders' pre-emptive
subscription right provided there is a weighty financial reason
from the company's point of view for the deviation. A share issue
free of charge and deviating from the shareholders' pre-emptive
subscription right may be carried out only if there is a
particularly weighty reason therefore from the point of view of
the company and all its shareholders.

New shares may be issued in the following amounts: a total of no
more than 5,520,794 A-series shares and no more than 1,908,000 K-
series shares. The company's own shares in the company's
possession may be issued in the following amounts: a total of no
more than 5,520,794 A-series shares and no more than 1,908,000 K-
series shares.

In addition the authorisation would include a right to issue cost-
free shares to the company, provided that the number of shares
issued to the company would not exceed one tenth (1/10) of all
shares of the company. When calculating this number, the number of
shares held by the company as well as those held by its
subsidiaries must be accounted for as set out in Chapter 15,
Article 11, and paragraph 1 of the Companies' Act.

The authorisation also includes the right to issue special rights,
as defined in Chapter 10 Article 1 of the Companies' Act, which
entitle to subscribe for new shares or shares in the possession of
the company against payment. The payment may be made in cash or by
setting off the subscriber's receivable against the company as
payment for the share subscription.

The Board of Directors is entitled to decide on other issues
related to the share issues.

The authorisation to repurchase shares is in force until the
Annual General Meeting to be held in 2008.

7. Proposal to amend the Articles of Association

The Board of Directors proposes that the company's Articles of
Association are amended to correspond to the new Companies' Act,
which entered into force on 1 September 2006. It is proposed that
the provisions concerning maximum and minimum capital (3 §), the
nominal value of the shares (4 §), the record date procedure (13
§) and the redemption of own shares (14 §) are removed from the
Articles of Association and the provisions concerning the
appointment of a deputy auditor, representing the company, the
time limit for issuing a summons to the General Meeting, the
General Meeting and the book-entry system are amended. The
amendments require no actions from the shareholders.

Disclosure of the documents

The annual accounts of the company and the proposals made to the
General Meeting are available for inspection by the shareholders
as of 21 March 2007 at the company's head office at Nunnanlahti
and on the Internet homepage of the company at the address
www.tulikivi.com. Copies of the documents will be sent to
shareholders upon request. The annual report will be sent by mail
to all shareholders.

Right to participate and advance notification

Shareholders, who, at the latest on 3 April 2007 have been
registered as shareholders in the share register of the company
maintained by the Central Securities Depository, are entitled to
attend the General Meeting.

A shareholder who wishes to attend at the General Meeting shall
notify the company in advance thereof at the latest on 3 April
2007. The notification should be made either by phone to Kaisa
Toivanen, number 0207 636 251, by e-mail to the address
kaisa.toivanen@tulikivi.fi or by mail to the address Tulikivi
Corporation / Annual General Meeting, FI-83900 Juuka. Possible
powers of attorney should be presented in connection with the
advance notification.

In Juuka 21 March 2007

TULIKIVI CORPORATION
BOARD OF DIRECTORS