Ruukki Group Oyj - Notice to general meeting

NOTICE TO CONVENE AN EXTRAORDINARY GENERAL MEETING OF RUUKKI GROUP PLC

The shareholders of Ruukki Group Plc are invited to attend the extraordinary    
general meeting to be held in Espoo, at Innopoli I, Tekniikantie 12, 02150      
Espoo, on Tuesday 12 June 2007 at 11:00 a.m.                                    

The following items are on the agenda of the meeting:                           


1. ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS                            

The board of directors proposes that the extraordinary general meeting decides  
on possibly changing the composition of the board of directors. In accordance   
with the articles of association, the board of directors is composed of at least
three and at most nine members.                                                 


2. AMENDMENT OF THE ARTICLES OF ASSOCIATION                                     

The board of directors proposes that the company's articles of association be   
amended as follows:                                                             

Section 1§ concerning the business name and domicile of the company shall be    
altered to include the company's name in English, Ruukki Group Plc; and         

Section 2§ concerning the line of business of the company shall be specified in 
accordance with the company's strategy so that the company's primary activity   
shall no longer only consist of acting as an owner, but also of engaging in     
industrial operations either directly or through its subsidiaries in Finland and
abroad.                                                                         


3. DECISION ON DIRECTED OFFERING AGAINST PAYMENT AND AUTHORISATION OF THE BOARD 
OF DIRECTORS TO DECIDE ON AN OVER-ALLOTMENT OFFERING                            

In order to finance primarily investments related to the planned sawmill and    
chemi-mechanical market pulp mill or alternatively chemical pulp mill in Russia,
the board of directors proposes an offering to raise approximately EUR 200-250  
million. In addition, the board of directors proposes that it be authorised to  
decide on the offering of additional shares to cover potential over-allotments. 

Directed offering against payment                                               

The board of directors proposes that the general meeting decide on a directed   
offering against payment as follows:                                            

1)Preliminarily, a minimum of 110,000,000 and a maximum of 140,000,000 new     
shares will be offered. The shares will represent a minimum of 78,5 % of all the
shares and voting rights of the company prior to the offering.                  

2)The offering is a directed offering, and the following parties will have the 
subscription right in deviation from the shareholders' pre-emptive rights: (i)  
company shareholders and corresponding parties, which include a) shareholders   
recorded on 1 June 2007 as shareholders in the company's shareholder register,  
b) with respect to nominee-registered shares, those who are shareholders as of  
that date and c) holders of the subordinated convertible loan issued by the     
company in 2004 and holders of the option rights under the I/2005 option rights 
program as well as holders of derivative contracts entitling to the company's   
shares, who in connection with giving their subscription commitment provide     
evidence approved by the company of their holdings/right as of 1 June 2007 and  
ii) institutional investors established in the European Economic Area, for whom 
the shares are offered through a private placement. A minimum of one third of   
the minimum size of the offering will be allocated to parties referred to in    
section i).                                                                     

3)According to the board of directors' preliminary proposal, the subscription  
price will be a minimum of EUR 1.90 and a maximum of EUR 2.30 per share. The    
price range is based on market practices followed in corresponding offerings and
on the price development of the company's shares. The board of directors may    
revise the price range before the general meeting. The final subscription price 
will be determined through a book-building process, in which the board of       
directors will decide the subscription price based on the offers made by        
institutional investors.                                                        

4)The share subscription period is 27 June 2007-28 June 2007, during which     
period the manager of the offering will subscribe the new shares on behalf and  
in the name of the persons who have given subscription commitments. Subscription
commitments must be delivered to the manager in the time period determined by   
the board of directors, which is estimated to be 14 June 2007-20 June 2007. The 
board of directors may change the subscription period.                          

5)The shares must be paid upon subscription.                                   

6)The new share's subscription price will be credited to the paid-up           
unrestricted equity reserve. The shares have no nominal value.                  

The board of directors proposes that the shareholders' pre-emptive subscription 
rights be deviated from in order to broaden the company's ownership base and to 
finance the investments in Russia.                                              

The board of directors will decide on the final execution of the offering, on   
the number of new shares to be offered, on the approval or rejection of         
subscriptions in part or in full and on other terms and conditions of the       
offering.                                                                       

Authorisation to decide on a directed offering against payment to cover         
over-allotments                                                                 

The board of directors proposes to the general meeting that the general meeting 
also authorise the board of directors to decide on offering a maximum of        
20,000,000 new shares, in deviation from the shareholders' pre-emptive          
subscription right, directed to cover possible over-allotments. The             
authorisation to be granted to the board of directors will be valid until 31    
August 2007.                                                                    

The board of directors proposes that the new authorisation does not cancel the  
offering authorisation granted on 20 April 2007.                                

DOCUMENTS ON DISPLAY                                                            

The proposals of the board of directors and the other documents stipulated by   
the Companies Act will be available for the shareholders a week prior to the    
meeting at the company's head office at Innopoli I, Tekniikantie 12, 02150      
Espoo, Finland. The documents are also available on the company's website at    
www.ruukkigroup.fi. Copies of the documents will be mailed to the shareholders  
upon request.                                                                   


RIGHT TO ATTEND THE MEETING                                                     

Shareholders have the right to attend the meeting if they are registered as     
shareholders in the company's shareholder register, which is maintained by      
Finnish Central Securities Depository Ltd, on 1 June 2007 at the latest. In     
order to attend the meeting, shareholders who hold their shares under the name  
of a nominee must also be temporarily recorded in the shareholder register at   
that date. Shareholders may attend the meeting personally or send a             
representative. Shareholders also have a right to have an assistant.            


PRIOR NOTICE OF ATTENDANCE                                                      

Shareholders wishing to attend the general meeting must give prior notice to the
company by 16:00 on 6 June 2007 at the latest, either in writing to Ruukki Group
Plc, Tekniikantie 12, 02150 Espoo or by email to information@ruukkigroup.fi or  
by fax to +358 9 25 111 040. The shareholders are also requested to give their  
identity or business identification numbers and to deliver any proxies. The     
notice must arrive before the deadline mentioned above.                         

Espoo, 25 May 2007                                                              

RUUKKI GROUP PLC                                                                

BOARD OF DIRECTORS                                                              


Ruukki Group is a multi-sector industrial group having mainly majority ownership
interests in various small and medium-sized companies in e.g. house building,   
sawmilling business, furniture business and care services. Ruukki Group share   
(RUG1V) is listed on OMX Nordic Exchange's so-called small cap category.        

For further information, please contact:                                        

Antti Kivimaa                                                                   
Chief Executive Officer                                                         
Ruukki Group Plc                                                                
Telephone +358 400 501 780                                                      
www.ruukkigroup.fi