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2007-08-15 11:18:44 CEST 2007-08-15 11:18:44 CEST REGULATED INFORMATION TJ Group - Notice to convene extr.general meetingTJ Group Plc, Invitation to the General MeetingTJ Group Plc Stock Exchange Release August 15, 2007 Invitation to the General Meeting TJ Group Plc's shareholders are invited to the Extraordinary General Meeting, which will be held on Wednesday, September 5, 2007, at 10:00 a.m. in the conference room of Radisson SAS Royal Hotel in Runeberginkatu 2, 00100 Helsinki. The reception of shareholders registered for the meeting will commence at 9:30 a.m. at the place for the meeting. The following issues shall be dealt with: 1. The proposal of the Board of Directors for changing the Articles of Association. The Board of Directors proposes that the section 4 of the Articles of Association be changed to read as follows: "4 § Board of Directors and Managing Director The company shall have a Board of Directors which comprises at a minimum of three (3) and at a maximum of five (5) members. One (1) or two (2) deputy members of the Board of Directors may be selected, if necessary. The term of office of the members of the Board of Directors ends at the close of the first Annual General Meeting of Shareholders following their election. The company shall have a Managing Director who is elected by the Board of Directors." 2. The number of the members of the Board of Directors and the composition of the Board of Directors Shareholders who own a total of 51% of the company's shares and votes have notified the Board of Directors that, in the Extraordinary General Meeting, they will propose that the number of the members of the Board of Directors be confirmed to three (3) and that Jörg Ott and Hannu Jokela be reselected as members, Mikko Salminen be selected as a new member and no deputy members be selected. 3. Report to the shareholders On July 5, 2007, the Helsinki Court of Appeal gave a verdict, which orders the company to pay a corporate fine of EUR 50,000 and a joint and several compensation of EUR 1,250 to the state in the matter concerning the company's share issue in the year 2000 and the communications related to it. The company has stated that it considers the verdict to be unfounded and that it shall apply a leave to appeal to the Supreme Court. The shareholders will be given a special report on the verdict and the grounds on which the company considers it to be erroneous and unfounded. Display of documents The Board of Directors' proposal on changing the Articles of Association will be displayed for the shareholders starting from August 29, 2007, on the company's web site at www.tjgroup.fi and at the head offices of the company, address: Westendintie 1, 02160 Espoo. The company will send a copy of the Board of Directors' proposal on a shareholder's request. Participation The right to participate in the Annual Shareholders' Meeting shall pertain to those shareholders, who have been registered as shareholders in the shareholders' register of the Finnish Central Securities Depository Ltd on August 24, 2007, at the latest. Notification A shareholder wishing to exercise his right to participate at the General Meeting must notify the head office of the company of such participation no later than August 27, 2007, at 4:00 p.m. either in writing to the address: TJ Group Plc, Annual General Meeting, Westendintie 1, 02160 Espoo, Finland, or by telephone to the switchboard of the head office +358 207 916700, or by fax to the number +358 207 916701, or by e-mail to the address: shareholders@tjgroup.com. The notification must be received prior to the expiry of the notification period. The notification must include the name, year of birth and contact information of the shareholder participating at the General Meeting. Possible powers-of-attorney are requested to be attached to the pre-notification. Espoo, August 15, 2007 THE BOARD OF DIRECTORS TJ Group Plc For additional information, please contact: CEO Hannu Jokela Tel. +358 207 916700 hannu.jokela@tjgroup.com Distribution: OMX Nordic Exchange Helsinki Main media www.tjgroup.com |
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