2008-03-07 08:30:00 CET

2008-03-07 08:30:01 CET


REGULATED INFORMATION

Finnish English
Salcomp Oyj - Notice to general meeting

INVITATION TO SALCOMP PLC'S ANNUAL GENERAL MEETING OF SHAREHOLDERS


Salcomp Plc   Stock Exchange Release 7 March 2008 at 9:30 Finnish time          

INVITATION TO SALCOMP PLC'S ANNUAL GENERAL MEETING OF SHAREHOLDERS              

The shareholders of Salcomp Plc are invited to an Annual General Meeting of     
Shareholders to be held in Marina Congress Center at Katajanokanlaituri 6,      
Helsinki, on Thursday, 10 April 2008 starting at 4.00 p.m. (Finnish time). The  
reception of those who have notified of their attendance will start at the      
meeting venue at 3.00 p.m. (Finnish time).                                      

MATTERS TO BE DISCUSSED AT THE MEETING                                          

1. Matters to be discussed at the Annual General Meeting pursuant to Article 9  
of the Articles of Association                                                  

The Company's financial statements release and the Board of Directors' proposal 
for profit distribution were published on 7 February 2008. The Board of         
Directors proposes that a dividend of EUR 0.15 per share be distributed, a total
of EUR 5.8 million, and the remainder of the profit be carried over to the free 
equity. Shareholders who on the record date of 15 April 2008 have been entered  
as shareholders in the company's shareholder register kept by the Finnish       
Central Securities Depository Ltd are entitled to a dividend. The Board of      
Directors proposes that the dividend be paid on 22 April 2008.                  

The Company has been informed that shareholders representing more than 65% of   
the shares and votes in the Company are going to propose to the General Meeting 
of Shareholders that the composition of the Board of Directors shall remain     
unchanged. Thus, the Board of Directors until the conclusion of the 2009 Annual 
General Meeting would comprise of Mats Heiman (Chairman), Kari Vuorialho (Vice  
Chairman), Andreas Tallberg, Peter Hofvenstam and Jorma Terentjeff. The         
corresponding shareholders are also going to propose that the remuneration for  
the Board of Directors be raised so that the Chairman would receive EUR 40,000, 
the Vice Chairman EUR 32,000 and each member EUR 25,000 per term of office, and 
that expenses arising from attendance at meetings be reimbursed.                

According to the Board of Directors' proposal, KPMG Oy Ab, Authorised Public    
Accounting Firm, would continue as the Company's auditor. The auditing firm     
would appoint Pauli Salminen, APA, as the responsible auditor.                  

2. Authorising the Board of Directors to decide on the repurchase of the        
Company's own shares                                                            

The Board of Directors proposes that it would be authorised to decide on the    
repurchase of the Company's own shares with the free equity pursuant to Chapter 
15, Section 5(2) of the Companies Act. On the basis of the authorisation, the   
Board of Directors shall be entitled to decide on the repurchase in one or more 
instalments of no more than 3,800,000 of the Company's own shares. The proposed 
maximum represents less than 10% of the Company's share capital and the votes in
the Company.                                                                    

The Board of Directors proposes that it would be authorised to decide on the    
purchase price of the shares and on other conditions of the repurchase so that  
the purchase price is at the time of the repurchase, at maximum, the highest    
payable price in public trading for Salcomp Plc's share. The authorisation would
not rule out the Board of Directors' right to decide on a directed acquisition. 
The authorisation is proposed to be used for arrangements of major importance   
for the Company, such as mergers and acquisitions, financing or carrying out    
investments, for cancellation or for other important corporate purposes         
determined by the Board of Directors. The authorisation would be valid until 30 
June 2009.                                                                      

3. Authorising the Board of Directors to decide on the conveyance of the        
Company's own shares                                                            

The Board of Directors proposes that it would be authorised to decide on the    
conveyance of the Company's own shares held by the Company pursuant to Chapter  
9, Section 1(1) of the Companies Act. On the basis of the authorisation, the    
Board of Directors shall be entitled to decide on the conveyance of no more than
3,800,000 of the Company's own shares held by the Company.                      

The Board of Directors proposes that it would be authorised to decide on to whom
and in what order the own shares shall be conveyed. The Board of Directors may  
decide on the conveyance of own shares in a proportion deviating from the       
shareholders' pre-emptive rights. The Board of Directors shall be authorised to 
decide on the price of the shares and on other conditions of the conveyance and 
that the shares may be conveyed also against other consideration than money. The
authorisation includes a right to determine the grounds according to which the  
transfer price is defined. The authorisation is proposed to be used for         
arrangements of major importance for the Company, such as mergers and           
acquisitions, financing or carrying out investments or for other important      
corporate purposes determined by the Board of Directors. The shares may also be 
conveyed by selling them in public trade. The authorisation shall be valid until
30 June 2009.                                                                   

MEETING DOCUMENTS                                                               

The 2007 financial statement documents, Board of Directors' proposals and other 
documents called for by the Companies Act shall be kept available for viewing by
shareholders for one week before the meeting at the Company's head office:      
Salcomp Plc, Salorantie 10, 24100 Salo, Finland, and on the Company's Web site  
at www.salcomp.com. Copies of the documents will be sent to shareholders on     
request.                                                                        

RIGHT AND NOTIFICATION OF ATTENDANCE                                            

Shareholders who on 31 March 2008 have been entered in the Company's shareholder
register kept by the Finnish Central Securities Depository Ltd have the right to
attend the General Meeting of Shareholders. Shareholders registered in the name 
of a nominee must contact their account operator in order to have themselves    
temporarily entered in the Company's shareholder register on 31 March 2008 for  
the purpose of attending the meeting.                                           

Shareholders who wish to attend the Annual General Meeting are requested to     
notify the Company of their attendance no later than on 4 April 2008 at 4 p.m.  
(Finnish time). Notification can be made by telephone +358 40 810 5445, by fax  
+358 201 875 450, by email to agm2008@salcomp.com or by mail to Salcomp         
Plc/AGM/Päivi Luoti, P.O. Box 95, FI-24101 Salo, Finland. Attendees are         
requested to indicate if they are attending by proxy and to submit any proxies  
to the above address before the end of the registration period.                 

Helsinki, 7 March 2008                                                          

Board of Directors                                                              

Further information:                                   
Markku Hangasjärvi, President and CEO, tel. +358 40 7310 114                    
Antti Salminen, CFO, tel. +358 40 535 1216                                      

Distribution:                                                                   
Nordic Exchange, Helsinki                                                       
The main media                                                                  
www.salcomp.com                                                                 


BOARD OF DIRECTORS' PROPOSALS TO ANNUAL GENERAL MEETING ON 10 APRIL 2008        

1. Payment of dividend                                                          

The Board of Directors proposes to the General Meeting of Shareholders that a   
dividend of EUR 0.15 per share be paid to Salcomp Plc's shareholders, a total of
EUR 5.8 million, for the financial period that ended on 31 December 2007.       
Shareholders who on the record date of 15 April 2008 have been entered as       
shareholders in the company's shareholder register kept by the Finnish Central  
Securities Depository Ltd are entitled to receive a dividend. The Board of      
Directors proposes that the dividends be paid on 22 April 2008.                 

2. Board of Directors' proposal to authorise the Board of Directors to decide on
the repurchase of the Company's own shares                                      

The Board of Directors proposes that it would be authorised to decide on the    
repurchase of the Company's own shares pursuant to Chapter 15, Section 5(2) of  
the Companies Act. The Board of Directors proposes that on the basis of the     
authorisation, the Board of Directors shall be entitled to decide on the        
repurchase in one or more instalments of no more than 3,800,000 shares. The     
proposed maximum represents less than 10% of the Company's share capital and the
votes in the Company. The authorisation shall be valid until 30 June 2009.      

The Board of Directors proposes that it is granted a right to repurchase the    
Company's own shares with a directed acquisition, in a proportion not           
corresponding to the shareholders' holdings. The authorisation is proposed to be
used for arrangements of major importance for the Company, such as mergers and  
acquisitions, financing or carrying out investments, for cancellation or for    
other important corporate purposes determined by the Board of Directors.        

The Board of Directors proposes that it would be authorised to decide on all    
other conditions related to the share repurchase, including a right to determine
on the payable compensation, however, so that the purchase price at the time of 
the repurchase is, at maximum, the highest payable price in public trading for  
Salcomp Plc's share.                                                            

3. Board of Directors' proposal to authorise the Board of Directors to decide on
the conveyance of the Company's own shares                                      

The Board of Directors proposes that it would be authorised to decide on the    
conveyance of the Company's own shares held by the Company pursuant to Chapter  
9, Section 1(1) of the Companies Act. On the basis of the authorisation, the    
Board of Directors shall be entitled to decide on the conveyance of no more than
3,800,000 of the Company's own shares held by the Company. The authorisation    
shall be valid until 30 June 2009.                                              

The Board of Directors proposes that it would be granted a right to decide on to
whom and in what order the own shares shall be conveyed. The Board of Directors 
may decide on the conveyance of own shares in a proportion deviating from the   
shareholders' pre-emptive rights. The authorisation is proposed to be used for  
arrangements of major importance for the Company, such as mergers and           
acquisitions, financing or carrying out investments or for other important      
corporate purposes determined by the Board of Directors.                        

The Board of Directors proposes that it would be authorised to decide on the    
price of the shares and on other conditions of the conveyance and that the      
shares may be conveyed also against other consideration than money. The         
authorisation includes a right to determine the grounds according to which the  
transfer price is defined. The shares may also be conveyed by selling them in   
public trade.                                                                   

Helsinki, 7 March 2008                                                          

Board of Directors