2007-03-15 12:19:16 CET

2007-03-15 12:19:16 CET


REGULATED INFORMATION

Finnish English
Rapala VMC - Notice to general meeting

RAPALA VMC CORPORATION NOTICE TO CONVENE THE ANNUAL GENERAL MEETING


RAPALA VMC CORPORATION         STOCK EXCHANGE RELEASE                  1(3)     
                                                                                
                               March 15, 2007                                   

NOTICE TO CONVENE THE ANNUAL GENERAL MEETING                                    

The shareholders of Rapala VMC Corporation are invited to the Annual General    
Meeting to be held on Wednesday 4 April 2007 at 10 a.m. at the address          
Arabianranta 6, 00560 Helsinki.                                                 

Matters to be handled at the Annual General Meeting:                            

1. Matters, which shall be handled at the Annual General Meeting pursuant to    
section 11 of the Articles of Association                                       

2. Proposal to authorise the Board of Directors to decide on the issuing of     
shares as well as on the granting of option rights and other special rights     
entitling to subscription of shares                                             

The Board of Directors proposes that the Annual General Meeting authorises the  
Board to decide to issue shares through issuance of shares, options or special  
rights entitling to shares in one or more issues. The number of new shares to be
issued including the shares to be obtained under options or special rights shall
be no more than 10,000,000 shares. It is proposed that the authorization        
includes the right for the Board to resolve on all terms and conditions of the  
issuance of new shares, options and special rights entitling to shares,         
including issuance in deviation from the shareholders' preemptive rights. The   
authorization is in force for a period of 5 years from the resolution by the    
Annual General Meeting.                                                         

3. Proposal to authorize the Board for stock repurchases                        

The Board of Directors proposes that the Annual General Meeting authorises the  
Board to resolve to repurchase a maximum of 2,000,000 shares. The proposed      
amount of shares corresponds to less than 10 per cent of all shares of the      
company. The shares may be repurchased in order to develop the capital structure
of the Company. In addition, the shares may be repurchased in order to finance  
or carry out acquisitions or other arrangements, to execute the company's       
equity-based incentive plans, to be transferred for other purposes, or to be    
cancelled. The shares may be repurchased either through a tender offer made to  
all shareholders on equal terms, or through public trading from the market. The 
authorization is in force until 30 September 2008.                              

4. Proposal to amend the Articles of Association                                

The Board of Directors proposes that the Annual General Meeting decides to amend
the Articles as follows:                                                        

Article 3 regarding the minimum and the maximum share capital and number of     
shares will be removed.                                                         

Article 4 will be amended to the effect that it mentions that the company's     
shares are included in the book-entry system, and all other provisions are      
removed.                                                                        

Article 6 will be amended by changing the right to sign for the company to a    
right of representation.                                                        

Article 8 will be amended to the effect that the wording regarding the extended 
accounting period is removed.                                                   

Article 10 will be amended to the effect that the summons to the Annual General 
Meeting shall be published not earlier than three (3) months before the last    
registration date and the list of items of the Annual General Meeting will be   
amended to correspond to the new Companies Act.                                 

Article 12 regarding the obligation to redeem the company's shares once a       
certain shareholding limit is exceeded, is to be removed.                       

5. Election of the members of the Board of Directors and the annual fees        

It has come to the Board of Directors' knowledge that shareholders representing 
approximately 51 per cent of the company's shares and votes propose that the    
number of the Board members is seven and that the current Board members Emmanuel
Viellard, Christophe Viellard, Eero Makkonen, Jan-Erik Schauman, Jorma Kasslin, 
William (King Ming) Ng and Marc Speeckaert are re-elected as Board members for a
term until the end of the next Annual General Meeting. The said shareholders    
propose that the annual fee paid to each Board member is EUR 30,000 and         
EUR 60,000 to the Chairman of the Board.                                        

6. Election of the Auditor                                                      

The Board of Directors proposes that Ernst & Young Oy, corporation of Authorised
Public Accountants, is appointed as the company's auditor for a term until the  
end of the next Annual General Meeting.                                         

The annual accounts and other documents required by the Companies Act are on    
display at the company's office at Arabianranta 6, 00560 Helsinki as of 28 March
2007. The annual report for the year 2006 will be available on the Internet at  
the address www.rapala.com as of week 12/ 2007. Copies of the documents will be 
delivered to shareholders upon request.                                         

Right to attend and vote                                                        

The right to attend and vote at the Annual General Meeting is afforded to a     
shareholder who by 23 March 2007 at the latest has been entered as a shareholder
in the list of shareholders kept by the Finnish Central Securities Depository   
Ltd. and has registered for the meeting no later than on 26 March 2007 by 4 p.m.
Shareholders who hold their shares under a name of a nominee shall be           
temporarily registered in the register of shareholders no later than 23 March   
2007 in order to be able to attend the Annual General Meeting.                  

Registration                                                                    

A shareholder who wishes to participate in the Annual General Meeting shall     
register for the meeting no later than 26 March 2007 by 4 p.m. either in writing
to the address Rapala VMC Corporation, Arabianranta 6, 00560 Helsinki, by       
telephone on the number +358 9 7562 5436/ Milja Lindroos or by e-mail to        
milja.lindroos@rapala.fi. The letter must be at the destination prior to the    
registration deadline. Please send possible powers of attorney to the above     
address by the aforementioned deadline.                                         

Payment of dividends                                                            

The Board of Directors proposes that a dividend of EUR 0,12 per share be paid   
based on the approved balance sheet for the financial year 2006. The dividend   
will be paid to the shareholders who are registered in the list of shareholders 
kept by the Finnish Central Securities Depository Ltd. on the dividend record   
date, which is 11 April 2007. The date of payment of the dividends is 18 April  
2007.                                                                           

Helsinki March 15, 2007                                                         


RAPALA VMC CORPORATION                                                          
Board of Directors                                                              


For further information please contact:                                         
Jorma Kasslin, President and Chief Executive Officer                            
Tel: +358 9 7562 540                                                            

DISTRIBUTION                                                                    
Helsinki Stock Exchange                                                         
Main Media                                                                      


Rapala VMC Corporation is a leading fishing tackle company and the global market
leader in the fishing lures, treble hooks and fishing related knives and tools. 
The Group also has a strong global position in other fishing categories. The    
Group has its own distribution companies in all the main markets and the largest
distribution network in the industry. The main manufacturing facilities are     
located in Finland, France, Ireland, Estonia and China. The Group brand         
portfolio includes the leading brand in the industry, Rapala, and other global  
brands like VMC, Storm, Blue Fox, Luhr Jensen, Williamson and Marttiini. The    
Group, with net sales of EUR 227 million in 2006, employs some 4,000 people in  
29 countries.