Perlos - Notice to general meeting

NOTICE TO CONVENE THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND THE PROPOSALS OF THE BOARD OF DIRECTORS

PERLOS CORPORATION   STOCK EXCHANGE RELEASE  March 2, 2007 AT 3.20 P.M.         


NOTICE TO CONVENE THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND THE PROPOSALS  
OF THE BOARD OF DIRECTORS                                                       

The shareholders of Perlos Corporation are convened to the Annual General       
Meeting of Shareholders to be held on Wednesday, 28 March 2007 at 5 p.m. in     
Helsinki-Hall of the Finlandia Hall, Mannerheimintie 13 e, 00100 Helsinki       
(entrance at doors M3 and K3). Reception and refreshments will be available     
beginning at 3.30 p.m. to those shareholders who have notified of their         
attendance to the General Meeting of Shareholders.                              

MATTERS TO BE HANDLED AT THE GENERAL MEETING OF SHAREHOLDERS                    

1. Matters to be handled at the Annual General Meeting of Shareholders under    
Section 12 of the Articles of Association                                       

2. Proposal of the Board of Directors to amend the Articles of Association of   
the Company                                                                     

3. Proposal of the Board of Directors to Authorize the Board of Directors to    
Resolve on the Issuing of Shares As Well As on the Granting of Option Rights and
Other Special Rights Entitling to Subscription of Shares                        

4. Proposal of the Board of Directors Regarding the Authorisation of the Board  
of Directors to Resolve on the Repurchase of the Company's Own Shares or        
Acceptance of Them as a Pledge                                                  

5. Proposal of the Board of Directors Regarding the Balance Sheet Registration  
of the Shares Subscribed on the Basis of the Previous Option Rights             

DOCUMENTS REQUIRED UNDER THE COMPANIES ACT                                      

Documents related to the annual accounts, the above proposals of the Board of   
Directors and other documents required under the Companies Act will be available
for the shareholders for one week prior to the General Meeting of Shareholders  
at the head office of the Company, Äyritie 8 A, 01510 Vantaa. Copies of the     
documents will be sent to shareholders on request.                              

RIGHT TO ATTEND AND NOTIFICATION OF ATTENDANCE                                  

The right to attend the General Meeting of Shareholders is vested in a          
shareholder that has been registered by 16 March 2007 as a shareholder in the   
shareholder register kept by the Finnish Central Securities Depository Ltd as   
provided in Chapter 4, Section 2, paragraph 2 of the Companies Act.             

To have the right to attend the General Meeting of Shareholders, a shareholder  
must notify of his or her attendance by 21 March 2007 at 12 a.m. to Ms. Anne    
Inberg at the head office either by telephone +358 9 2500 7255, by facsimile    
+358 9 2500 7276, by e-mail agm2007@perlos.com or by sending a letter to the    
address Perlos Corporation, Ms. Anne Inberg, POB 178, FIN-01511 Vantaa, Finland.
Irrespective of the manner of notification of attendance, the notification of   
attendance must arrive prior to the end of the notification period. Powers of   
attorney should be submitted to Ms. Anne Inberg to the above address of the     
Company within the notification period.                                         

PAYMENT OF DIVIDEND                                                             

The Board of Directors of Perlos Corporation proposes to the Annual General     
Meeting that no dividend be paid for the financial year 1 January 2006 - 31     
December 2006.                                                                  

COMPOSITION OF THE BOARD OF DIRECTORS                                           

The shareholders, whose shareholding in the Company represents more than 30 % of
the number of votes attached to the outstanding share stock of the Company, have
announced to the Board of Directors their intent to propose to the Annual       
General Meeting of Shareholders that Mr Andreas Tallberg, Mr Timo Leinilä, Mr   
Jukka Rinnevaara, Mr Kari Vuorialho and Mr Petteri Walldén be elected members of
the Board of Directors, subject to their consent, for a term ending at the      
closing of the next Annual General Meeting of Shareholders, and of whom Mr      
Andreas Tallberg would be elected Chairman of the Board of Directors.           

AUDITOR                                                                         

The Board of Directors of the Company proposes that Authorised Public           
Accountants Ernst & Young be appointed as auditor of the Company, with          
Authorised Public Accountant Mr Harri Pärssinen as auditor in charge.           

Vantaa, 2 March 2007                                                            

PERLOS CORPORATION                                                              
Board of Directors                                                              



APPENDICES:                                                                     

Appendix 1: Proposal of the Board of Directors to amend the Articles of         
Association of the Company                                                      
Appendix A: Amended Articles of Association proposed by the Board of Directors  
Appendix 2: Proposal of the Board of Directors to Authorize the Board of        
Directors to Resolve on the Issuing of Shares As Well As on the Granting of     
Option Rights and Other Special Rights Entitling to Subscription of Shares      
Appendix 3: Proposal of the Board of Directors Regarding the Authorisation of   
the Board of Directors to Resolve on the Repurchase of the Company's Own Shares 
or Acceptance of Them as a Pledge                                               
Appendix 4: Proposal of the Board of Directors Regarding the Balance Sheet      
Registration of the Shares Subscribed on the Basis of the Previous Option Rights


FOR FURTHER INFORMATION, please contact                                         
Perlos Corporation                                                              
- Matti Virtanen, President and CEO, tel.+358 9 2500 7200                       
- Mika Puittinen, Vice President, Legal, tel. +358 9 2500 7307                  


PERLOS IN BRIEF                                                                 

Perlos Corporation is a global design and manufacturing partner for the         
telecommunications and electronics industry. The service offering covers the    
whole product life cycle from industrial design to manufacturing, logistics and 
new product versions. The production facilities are located in Asia, Europe and 
the Americas and the company is headquartered in Finland. Perlos Corporation's  
net sales amounted to EUR 673,6 million in 2006. The company employs            
approximately 13,000 people worldwide. Perlos share (POS1V) is traded on the    
Helsinki Stock Exchange.                                                        


DISTRIBUTION                                                                    
Helsinki Stock Exchange                                                         
Main media                                                                      
www.perlos.com                                                                  


APPENDIX 1                                                                      

Proposal of the Board of Directors to the Annual General Meeting of Shareholders
convening on 28 March 2007 to amend the Articles of Association of the Company  

The Board of Directors of Perlos Corporation proposes to the Annual General     
Meeting that the General Meeting resolve to amend the Articles of Association   
mainly due to the new Companies Act, which came into force on 1 September 2006, 
as follows:                                                                     

(a) The provisions on the company's minimum and maximum share capital as well as
nominal value are to be removed (3§),                                           

(b) The fact that the company's shares belong to the book-entry system is noted,
and the remaining provisions of the article are to be removed (4§),             

(c) The number of ordinary members of the Board of Directors is to be amended to
four to eight (4-8) members (5§),                                               

(d) The provisions on representation of the company are to be amended to        
correspond to the terminology of the new act (7§),                              

(e) The delivery time of the notice of the General Meeting is to be amended, so 
that notice shall be delivered at the earliest three (3) months prior to the    
general meeting (11§), and                                                      

(f) The agenda of the Annual General Meeting is to be amended to correspond to  
the contents of the new Companies Act regarding the annual accounts, the use of 
profit and the election of the members of the Board of Directors and the        
auditors (12§).                                                                 

The proposed new Articles of Association in their entirety are attached hereto  
as Appendix A.                                                                  


APPENDIX A                                                                      

ARTICLES OF ASSOCIATION OF PERLOS CORPORATION                                   

1 § The company's business name is Perlos Oyj, Perlos Corporation in English and
the company's domicile is Vantaa.                                               

2 § The company's field of business is to manufacture and sell products for     
plastic and metal industries as well as to engage in engineering consulting. The
company also engages in importing and exporting as well as agencing of products 
for plastic and metal industries. The company may own and manage real estate as 
well as shares and other securities.                                            

3 § The company's shares belong to the book-entry system.                       

4 § The company shall have a Board of Directors comprising from four to eight   
(4-8) ordinary members, who shall be elected annually at the Annual General     
Meeting for a term, which shall end at the close of the next Annual General     
Meeting next following their election. The Board of Directors shall have a      
quorum when more than half of its members are present.                          

The Board of Directors may without meeting make decisions in writing with the   
requirement that all the members of the Board of Directors are unanimous in the 
decision and confirm their agreement by signature.                              

5 § The company shall have a managing director, who is appointed by the Board of
Directors.                                                                      

6 § The company is represented by two members of the Board of Directors together
and the Managing Director alone.                                                

In addition the Board of Directors can authorise stipulated persons to sign for 
the company, under the right of procuration, either alone, or two together, or  
one together with a member of Board of Directors.                               

7 § The company's financial year is the calendar year.                          

8 § The Annual General Meeting shall be held each year by the end of June.      

9 § The company shall have one (1) or two (2) regular auditors. A regular       
auditor shall be a firm of independent public accountants approved by the       
Central Chamber of Commerce, who shall be elected at the Annual General Meeting 
for a term that shall end at the conclusion of the next Annual General Meeting. 

10 § A General Meeting of Shareholders can be held in the municipality where the
company is domiciled in accordance with the Articles of Association of the      
company, or in Helsinki or Espoo. Notices of a General Meeting of Shareholders  
shall be published no earlier than three (3) months and no later than seventeen 
(17) days before the meeting in two newspapers specified by the Board of        
Directors.                                                                      

To be able to participate in a General Meeting of Shareholders, a shareholder   
must register with the company no later than on the day mentioned in the notice 
of General Meeting of Shareholders, which can be no earlier than ten (10) days  
before the meeting. In addition notice must be taken to the provisions of the   
Companies Act applying to participation of General Meetings of Shareholders.    

11 § The Annual General Meeting shall:                                          

be presented with                                                               
1. the annual accounts;                                                         
2. the auditor's report; and                                                    
3. the explanation by the Board of Directors of any qualifying remarks made by  
the auditor;                                                                    

decide on                                                                       
4. the approval of the annual accounts, which also includes approving the       
consolidated annual accounts;                                                   
5. the use of profit shown on the balance sheet;                                
6. discharging the members of the Board of Directors and Managing Director from 
liability;                                                                      
7. fees be paid to the members of the Board of Directors and auditors;          
8. the number of members of the Board of Directors; and                         
9. the number of auditors;                                                      

elect                                                                           
10. the members of the Board of Directors and auditor(s); and                   

handle                                                                          
11. other matters mentioned in the notice of the Annual General Meeting.        


APPENDIX 2                                                                      

Proposal of the Board of Directors to the Annual General Meeting Convening on 28
March 2007 to Authorize the Board of Directors to Resolve 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 of Perlos Corporation proposes to the Annual General     
Meeting that the General Meeting authorize the Board of Directors to resolve on 
the issuing of shares as well as on the granting of option rights and other     
special rights entitling to subscription of shares in accordance with Chapter   
10, Section 1 of the Companies Act all at once or divided into several separate 
issues upon the following terms and conditions:                                 

(a) The Board of Directors may, based on the authorization, resolve to issue new
shares, to convey own shares in the possession of the company and to grant      
option rights and other special rights in accordance with Chapter 10, Section 1 
of the Companies Act resulting in an aggregate maximum amount of 20,000,000     
shares issued based on the authorisation.                                       

(b) The authorisation may be used among other situations in connection with     
company acquisitions, cooperation arrangements or financing of the company or   
for other purposes to be decided by the Board of Directors.                     

(c) The authorisation includes the right of the Board of Directors to resolve on
all terms and conditions applicable to the issuance of shares, option rights and
other special rights in accordance with Chapter 10, Section 1 of the Companies  
Act. The authorisation therefore includes the right to a direct issue of shares,
option rights and special rights in deviation from the shareholders pre-emptive 
subscription right.                                                             

(d) The authorization is in force for five years from the resolution by the     
Annual General Meeting.                                                         


APPENDIX 3                                                                      

Proposal of the Board of Directors to the Annual General Meeting of Shareholders
Convening on 28 March 2007 Regarding the Authorisation of the Board of Directors
to Resolve on the Repurchase of the Company's Own Shares or Acceptance of Them  
as a Pledge                                                                     

The Board of Directors of Perlos Corporation proposes to the Annual General     
Meeting that the General Meeting authorize the Board of Directors to resolve on 
the repurchase of own shares or acceptance of them as a pledge all at once or   
divided into several separate occasions upon the following terms and conditions:

(a) On the basis of the authorization a maximum of 5,000,000 company's own      
shares may be repurchased or accepted as a pledge.                              

(b) The shares shall be acquired through public trading arranged by the Helsinki
Stock Exchange at the current market price. The minimum price for the shares    
being repurchased is thus the lowest price quotation in public trading during   
the term of the authorization, and the maximum price is the highest price       
quotation in public trading during the term of the authorization. The rules of  
the Helsinki Stock Exchange and the Finnish Central Securities Depository will  
be adhered to in the repurchase of the shares.                                  

(c) The Board of Directors can on the basis of the authorization resolve on the 
repurchase of own shares only using the unrestricted shareholders' equity of the
company.                                                                        

(d) The authorization includes the right of the Board of Directors to decide on 
all other terms and conditions regarding the repurchase of own shares or        
acceptance of them as a pledge. The authorization thus also includes the right  
to repurchase own shares otherwise than in proportion to the shareholdings of   
the shareholders.                                                               

(e) The authorization is in force until the next Annual General Meeting.        


APPENDIX 4                                                                      

Proposal of the Board of Directors to the Annual General Meeting of Shareholders
Convening on 28 March 2007 Regarding The balance sheet registration of the      
shares subscribed on the basis of the previous option rights                    

The Board of Directors of Perlos Corporation proposes that the subscription     
price paid for new shares that are subscribed on the basis of the company's     
option rights accordant with the option schemes of 2002 and 2005 (resolutions of
Annual General Meeting on 11 April 2002 and 30 March 2005) and are issued after 
the General Meeting, will be booked in its entirety to the invested             
non-restricted equity fund.