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2009-11-17 12:00:00 CET 2009-11-17 12:00:13 CET REGULATED INFORMATION Honkarakenne Oyj - Notice to convene extr.general meetingCORRECTION TO NOTICE OF GENERAL MEETINGHONKARAKENNE OYJ Stock Exchange Release 17 November 2009 at 13:00 hours NOTICE OF GENERAL MEETING Correction to Honkarakenne Oyj's notice of General Meeting released on 16 November 2009 at 16:00 hours. The last register date for shareholder whose share are nominee registered was incorrect. A shareholder whose shares are nominee registered and who wishes to attend the Extraordinary General Meeting, shall be declared for temporary registration in the company's shareholder register no later than on 3 December 2009 at 10.00 hours. HONKARAKENNE OYJ Board of Directors Additional information: Esa Rautalinko,President & CEO, Esa.Rautalinko@honka.com, tel. +358 (0)400 740 997 DISTRIBUTION OMX Helsinki Key media Financial Supervisory Authority HONKARAKENNE OYJ Stock Exchange Release 16 November 2009 at 16:00 hours NOTICE OF GENERAL MEETING An Extraordinary General Meeting of Honkarakenne Oyj will be held on 8 December 2009, starting at 09.00 hours, at the company's corporate headquarters at Lahdentie 870, Tuusula, Finland. Agenda for the General Meeting Proposal of the Board of Directors for granting authorization to the Board to decide on an issue of shares. The Board of Directors proposes that the General Meeting authorize the Board to decide on the share issue on the following terms and conditions: - The Board of Directors may determine to issue a maximum of 1,200,000 new B-shares in one or more instalments. - The issue may be a rights issue or a bonus issue and may also be made to the company itself, within the legal framework. - The authorization entitles the company to depart, within legal provisions, from the shareholders' priority right to subscribe for new shares (directed issue). - The authorization may be used to execute acquisitions or put in place other arrangements within the scope of the company's business or to finance investment, improve the company's capital structure, assist in implementing the company's incentive scheme or for other purposes designated by the Board of Directors. - The authorization includes the right to decide on the manner in which the subscription price is recognized in the company's balance sheet. In any case, no less than the amount of the nominal value shall be entered in the share capital. Apart from cash, other property (subscription in kind) may be used to pay the subscription price, either in full or in part. Furthermore, claims held by the subscriber may be used to set off the subscription price. The Board of Directors is entitled to decide on any other matters arising from the share issue. - The authorization shall remain in force until 26 March 2010. - The authorization does not quash the authorization given on 3 April 2009 by the Annual General Meeting to assign shares held in treasury by means of a share issue. Proposal of the Board of Directors for amending the Articles of Association The Board of Directors proposes that Article 11 of the Articles of Association be amended as follows: ”The notice of General Meeting shall be delivered no later than 21 days prior to the General Meeting by publishing the notice in Kauppalehti or by delivering a written notice by other means verifiably to every shareholder. In order to qualify to attend the General Meeting, shareholders shall notify the company of their intended participation no later than on the date specified in the notice of the meeting, which may be no earlier than ten days prior to the meeting.” Documents available for perusal Copies of the documents referred to in the Companies Act and the Securities Markets Act, proposals of the Board of Directors and related annexes as well as this notice of meeting shall be available for perusal by the shareholders from 17 November 2009 in the company head office. Shareholders may also review the documents at www.honka.com/investors/generalmeeting. Right to attend Shareholders registered as such by 26 November 2009 in the register of company shareholders maintained by Euroclear Finland Oy (Finnish Central Securities Depository Ltd.) are entitled to attend the General Meeting. A shareholder is entitled to attend the Extraordinary General Meeting and exercise his or her rights by proxy. The proxy appointed by the shareholder shall present a dated power of attorney or be able to prove otherwise reliably his or her authority to represent the shareholder. If the shareholder's shares are entered in more than one book-entry account, the shareholder has the right to use a separate proxy for each book-entry account in which he or she holds shares. A shareholder whose shares are nominee registered and who wishes to attend the Extraordinary General Meeting, shall be declared for temporary registration in the company's shareholder register no later than on 3 December 2009 at 10.00 hours. A requirement for the declaration is that, on the basis of the same shares, the shareholder would have had the right to be registered in the company's shareholder register on the date record, i.e. 26 November 2009, of the General Meeting. Holders of nominee registered shares are requested to ask their asset managers for the necessary instructions for registering in the shareholder register, issuing powers of attorney and notifying attendance in the General Meeting. Further information Pursuant to section 25 of Chapter 5 of the Companies Act, shareholders attending the General Meeting have the right to present questions pertaining to the matters on the agenda. On the date of the notice of the Extraordinary General Meeting, 17 November 2009, Honkarakenne Oyj has a total of 3,748,968 shares and 9,450,792 votes. Shareholders are kindly asked to notify their participation by 1st of December 2009, telephone +358 20 5757 700 (exchange), fax +358 20 5757 7701, or e-mail info@honka.com. Tuusula, 16 November 2009 HONKARAKENNE OYJ Board of Directors Additional information: Esa Rautalinko,President & CEO, Esa.Rautalinko@honka.com, tel. +358 (0)400 740 997 DISTRIBUTION OMX Helsinki Key media Financial Supervisory Authority |
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