Pihlajalinna Oyj - Notice to convene extr.general meeting

Pihlajalinna Oyj : PIHLAJALINNA OYJ - NOTICE OF AN EXTRAORDINARY GENERAL MEETING

Pihlajalinna Oyj      Stock Exchange release     20.11.2015, 17.45

PIHLAJALINNA OYJ - NOTICE OF AN EXTRAORDINARY GENERAL MEETING

The  shareholders  of  Pihlajalinna  Oy  are  hereby invited to an Extraordinary
General  Meeting  to  be  held  on  Monday,  14 December  2015 at  12.00 p.m. at
Kalevantie   2, 33100 Tampere,  Finland  (Technopolis  Yliopistonrinne,  Häggman
Hall).  The reception of  participants who have  registered for the meeting, the
distribution of voting tickets, and coffee service will commence at 11.00 a.m.

A. Matters on the Agenda of the General Meeting

1. Opening of the Meeting

2. Calling the Meeting to Order

3. Election  of Persons to Scrutinize 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. Resolution  on  the  Authorization  of  the  Board  of Directors to Decide on
Issuance of Shares, Share Options and Other Special Rights Entitling to Shares

The  Board of Directors  proposes to the  Extraordinary General Meeting that the
Board of Directors be authorized to decide on issuance of shares, share options,
and  other special rights entitling to shares referred to in Chapter 10, Section
1 of the Finnish Companies Act by virtue of one or several decisions as follows:

Shares  issued on the basis of the  authorization are new shares of the company.
The  number  of  shares  issued  pursuant  to the authorization shall not exceed
2,600,000 shares,  which corresponds  to approximately  13.6 percent of  all the
existing  shares in the company  at the date of  this notice. Shares and special
rights to shares can be issued in one or several batches.

The  Board of Directors decides  on all terms and  conditions of the issuance of
shares  and special  rights entitling  to shares.  The authorization  includes a
right  to  deviate  from  the  shareholders  pre-emptive  right  to subscription
(directed  issue) if  there is  a weighty  financial reason  for the  company to
deviate  from the pre-emptive right to  subscription, as provided in the Finnish
Companies  Act. The Board of Directors proposes the authorization to be used for
any  purpose determined by the Board of Directors, for example to strengthen the
company's  balance sheet and  financial position in  connection with investments
and  expansion,  such  as  mergers  and  acquisitions,  in  accordance  with the
company's strategy.

The  authorization, which would not cancel  prior authorizations, would be valid
for a period of five (5) years from resolution.

7. Closing of the Meeting

B. Documents of the General Meeting

The   proposals  for  the  decisions  on  the  matters  on  the  agenda  of  the
Extraordinary  General Meeting,  this notice,  as well  as documents required by
Chapter   5, Section   21 of   the  Finnish  Companies  Act,  are  available  on
Pihlajalinna   Oyj's  website  in  the  investor  section  at  www.pihlajalinna-
konserni.fi  no later  than 23 November  2015. The above-mentioned documents are
also  available at the meeting, and copies of these documents and of this notice
will  be sent  to shareholders  upon request.  The minutes  of the Extraordinary
General  Meeting  will  be  available  on  the  abovementioned website as of 28
December 2015 at the latest.

C. Instructions for the Participants in the Extraordinary General Meeting

1. Shareholders registered in the shareholders' register

Each  shareholder, who is registered on  2 December 2015 (the record date of the
Extraordinary General Meeting) in the shareholders' 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 shareholders' register of the company.

A  shareholder, who is  registered in the  shareholders' register of the company
and  who wants  to participate  in the  general meeting,  shall register for the
meeting  no later than 7 December 2015 at 4 p.m. at the latest by giving a prior
notice  of  participation,  which  can  be  done  on  the  company's  website at
www.pihlajalinna-konserni.fi;    by    regular   mail   to   Pihlajalinna   Oyj,
yhtiökokous2015, Kehräsaari B, 33200, Tampere; or by telephone +358 40 637 8181
(Monday-Friday  between 8 a.m. and 4 p.m.). Such notice shall be received by the
company no later than on the abovementioned date.

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 Pihlajalinna Oyj is
used  only in  connection with  the general  meeting and  with the processing of
related  registrations. Shareholder, his/her  assistant, or proxy representative
shall,  where  necessary,  be  able  to  prove  his/her identity and/or right of
representation at the venue of the meeting.

2. Proxy Representative and Proxy Documents

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.   Proxy   documents  should  be  delivered  in  originals  to
Pihlajalinna  Oyj, yhtiökokous2015, Kehräsaari  B, 33200 Tampere, Finland before
the end of the registration period.

3. 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 the record
date  of the general meeting,  i.e. on 2 December 2015, 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 registered
into  the temporary shareholders' register held by Euroclear Finland Ltd. at the
latest  on 9 December 2015 at 10 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's
register of the company, the issuing of proxy documents and registration for the
general meeting from his/her custodian bank. The account management organization
of the custodian bank has to register a holder of nominee registered shares, who
wants  to participate in  the general meeting,  into the temporary shareholders'
register of the company at the latest by the time stated above.

4. Other instructions and information

Pursuant  to Chapter 5, Section  25 of the Finnish  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, 20 November 2015, the total
number of shares in Pihlajalinna Oyj and votes represented by such shares is
19 113 146. The company or its subsidiaries do not own shares of the company.

Tampere, 20 November 2015

Pihlajalinna Oyj
The Board of Directors

Sender:
Terhi Kivinen, SVP, Communications, Marketing and IR, Pihlajalinna Oyj
040-8484001, terhi.kivinen@pihlajalinna.fi



[HUG#1968545]