Honkarakenne Oyj - Notice to general meeting

HONKARAKENNE OYJ Notice of annual general meeting 13 March 2009

HONKARAKENNE OYJ	Stock Exchange Release 13 March 2009

NOTICE OF ANNUAL GENERAL MEETING

The Annual General Meeting of Honkarakenne Oyj will be held on Friday, 3 April
2009, starting at 2 p.m. at the corporate head office in Tuusula, address:
Lahdentie 870, Tuusula, Finland. 

Agenda for the meeting

Matters pertaining to the Annual General Meeting pursuant to Article 12 of The
Articles of Association. 

Proposal of the Board of Directors for granting an authorization to the Board
to decide on acquisition of the company's own shares. 
The Board of Directors proposes that the Annual General Meeting authorize the
Board to decide on an acquisition of the company's own shares on the following
terms and conditions: 
- The Board of Directors may determine to acquire a maximum number of shares
whose aggregate nominal value together with the aggregate nominal value of the
shares held in treasury equals 5 % of the share capital of the company at the
date of acquisition. 
- The shares shall be acquired in public trading organized by the Helsinki
Exchanges, in a proportion disapplying the pre-emptive rights of existing
shareholders. 
- The shares can be acquired to develop the capital structure of the company,
for financing of acquisitions or other similar arrangements, or for other
transfers or maculation. 
- The shares shall be acquired at the current prices prevailing in public
trading at the time of the acquisition. The acquisition of the shares will
decrease the distributable funds of the company. 
The authorization shall remain in force until 26 March 2010.

Proposal of the Board of Directors for granting an authorization to the Board
to transfer shares of the company. 
The Board of Directors proposes that the Annual General Meeting authorize the
Board to decide on a transfer of the company's shares on the following terms
and conditions: 
- The Board of Directors can decide on a transfer of not more than 374,896
B-shares. 
- The Board of Directors can determine the transferees and the procedure for
transferring the company's shares in a proportion disapplying the pre-emptive
rights of existing shareholders. 
- The shares can be transferred according to the procedure and in the extent
determined by the Board by way of consideration for acquisitions or other
arrangements as the case may be, or sold in public trading organized by NASDAQ
OMX Helsinki Oy. 
The authorization shall remain in force until 26 March 2010.

Payment of dividends

The Board of Directors proposes to the Annual General Meeting that dividend is
not distributed for the financial year 2008. Composition of the Board of
Directors, Director compensation, and Auditors. Shareholders representing in
total more than 50 % of all votes attached to the company's shares have
announced that they will propose to the Annual General Meeting that the number
of Board members be confirmed as six, and that the following present Board
members be re-elected to the Board: Mauri Saarelainen, Tomi Laamanen, Mauri
Niemi and Pirjo Ruuska and new members: Lasse Kurkilahti and Marko Saarelainen.
The Board of Directors will propose to the Annual General Meeting that director
compensation be set at EUR 1,200 per month and that 50 percent of the director
compensation can be paid with company's own shares. The same shareholders have
also announced that they will propose to the Annual General Meeting that KPMG
Oy Ab, Authorised Public Accountants, be appointed as auditor of the company,
with Authorised Public Accountant Ari Eskelinen in charge. All the nominees
have given their consent. 

Documents available for perusal

The accounting documents and proposals of the Board of Directors are available
for perusal by shareholders as from 27 March 2009 at the head office of the
company. Shareholders can review the documents also at www.honka.com/investors. 

Right to attend the Annual General Meeting

Shareholders registered as such by Tuesday, 24 March 2009 in the register of
shareholders maintained by Finnish Central Securities Depository Ltd are
entitled to participate in the Annual General Meeting. Shareholders are kindly
requested to notify their participation by Friday 27 March 2009, telephone +358
20 575 700 (exchange), fax +358 20 575 7701, or e-mail info@honka.com. Tuusula,
13 March 2009 


Honkarakenne Oyj
Board of Directors

Further information: Esko Teerikorpi, President and CEO, tel. +358 40 580 6111,
esko.teerikorpi@honka.com. 


DISTRIBUTION
Helsinki Stock Exchange
Principal media
Financial Supervision Authority