Konecranes Oyj - Decisions of general meeting

KONECRANES PLC COMPLEMENTS THE STOCK EXCHANGE RELEASE PUBLISHED ON MARCH 12, 2009 ABOUT THE RESOLUTIONS OF THE ANNUAL GENERAL MEETING

KONECRANES PLC STOCK EXCHANGE RELEASE   March 13, 2009 at 4.50 p.m.             

KONECRANES PLC COMPLEMENTS THE STOCK EXCHANGE RELEASE PUBLISHED ON MARCH 12,    
2009 ABOUT THE RESOLUTIONS OF THE ANNUAL GENERAL MEETING                        

The AGM resolved on issuance of stock options to the key personnel of the       
Company and its subsidiaries. The maximum total number of stock options issued  
will be 2,250,000 and the stock options entitle their owners to subscribe for a 
maximum total of 2,250,000 new shares in the Company or existing shares held by 
the Company.  The share subscription price will be credited to the reserve for  
invested unrestricted equity in its entirety. The share subscription price for  
stock options will be based on the prevailing market price of the Konecranes Plc
share on the NASDAQ OMX Helsinki Ltd. in April 2009, April 2010 and April 2011. 
The share subscription period for stock options 2009A, will be 1 April 2012—30  
April 2014, for stock options 2009B, 1 April 2013—30 April 2015 and for stock   
options 2009C, 1 April 2014—30 April 2016.                                      

The stock exchange release published on March 12, 2009 about the resolutions of 
the Annual General Meeting is complemented with the terms and conditions of the 
stock options 2009 that are attached to this release.                           

Konecranes is a world-leading group of Lifting Businesses™, serving a broad     
range of customers, including manufacturing and process industries, shipyards,  
ports and terminals. Konecranes provides productivity-enhancing lifting         
solutions as well as services for lifting equipment and machine tools of all    
makes. In 2008, Group sales totaled EUR 2,103 million. The Group has 9,900      
employees, in 485 locations in 43 countries. Konecranes is listed on NASDAQ OMX 
Helsinki Ltd (symbol: KCR1V).                                                   


KONECRANES PLC                                                                  

Sanna Päiväniemi                                                                
IR Manager                                                                      


FURTHER INFORMATION                                                             
Ms Sirpa Poitsalo, Director, General Counsel, tel. +358 20 427 2011             


DISTRIBUTION                                                                    
NASDAQ OMX Helsinki Ltd                                                         
Media                                                                           
www.konecranes.com                                                              


ENCLOSURE: Terms and Conditions of the Stock Options 2009                       


KONECRANES PLC STOCK OPTIONS 2009                                               

I STOCK OPTION TERMS AND CONDITIONS                                             

1. Number of Stock Options                                                      

The maximum total number of stock options issued is 2,250,000, and they entitle 
their owners to subscribe for a maximum total of 2,250,000 new shares in the    
Company or existing shares held by the Company (the share). The Board of        
Directors shall resolve whether new shares in the Company or existing shares    
held by the Company are given to the subscriber.                                

2. Stock Options                              

Of the stock options, 750,000 are marked with the symbol 2009A, 750,000 are     
marked with the symbol 2009B and 750,000 are marked with the symbol 2009C.      

The people, to whom stock options are issued, shall be notified in writing by   
the Board of Directors about the offer of stock options. The stock options shall
be delivered to the recipient when he/she has accepted the offer of the Board of
Directors.                                                                      

By returning the notification to the Company, the recipient of the stock options
shall authorize the Company or its assignee to register the stock options on the
book-entry account informed by the recipient in the notification, in case the   
Board of Directors decides to incorporate the stock options into the book-entry 
securities system maintained by Euroclear Finland Ltd (formerly the Finnish     
Central Securities Depository) (APK).                                           

The recipient of the stock options shall have a valid book-entry account in a   
book-entry account operator set out in the rules of the APK at the latest when  
returning aforesaid notification to the Company.                                

3. Right to Stock Options                                                       

The stock options shall be issued gratuitously to the Group key personnel. The  
Company has a weighty financial reason for the issue of stock options, since the
stock options are intended to form part of the Group's incentive and commitment 
program for the Group key personnel.                                            

4. Distribution of Stock Options                                                

The Board of Directors shall decide upon the distribution of the stock options  
to the key personnel employed by or to be recruited by the Group. The Board of  
Directors shall also decide upon the further distribution of the stock options  
returned later to the Company.                               

The stock options shall not constitute a part of employment or service contract 
of a stock option recipient, and they shall not be regarded as salary or fringe 
benefit. Stock option recipients shall have no right to receive compensation on 
any grounds, on the basis of stock options, during employment or service or     
thereafter. Stock option recipients shall be liable for all taxes and           
tax-related consequences arising from receiving or exercising stock options.    

5. Assignment and Forfeiture of Stock Options                                   

The Company shall hold the stock options on behalf of the stock option owner    
until the beginning of the share subscription period. The stock options may     
freely be assigned and pledged, when the relevant share subscription period has 
begun. The Board of Directors may, however, permit the assignment or pledge of  
stock options also before such date. Should the stock option owner assign or    
pledge his/her stock options, such person shall be obliged to inform the Company
about the assignment or pledge in writing, without delay.                       

Should a stock option owner cease to be employed by or in the service of a      
company belonging to the Group, for any reason other than the death or the      
statutory retirement or contractual retirement of a stock option owner, such    
person shall gratuitously, without delay, forfeit to the Company or its         
assignee, such stock options for which the share subscription period specified  
in Section II.2 has not begun, on the last day of such person's employment or   
service. Should the rights and obligations arising from the stock option owner's
employment or service be transferred to a new owner or holder, upon the         
employer's transfer of business, the proceedings shall be similar. The Board of 
Directors may, however, in these cases, decide that the stock option owner is   
entitled to keep such stock options, or a part of them.                         

The Board of Directors may decide on incorporating the stock options into the   
book-entry securities system. Should the stock options having been incorporated 
into the book-entry securities system, the Company shall have the right to      
request and get transferred all forfeited stock options from the stock option   
owner's book-entry account on the book-entry account appointed by the Company,  
without the consent of the stock option owner. In addition, the Company shall be
entitled to register restrictions on the assignability and other respective     
restrictions concerning the stock options on the stock option owner's book-entry
account, without the consent of the stock option owner.                         

In case of death of the stock option owner, the stock options shall be          
transferred to the deceased's successors who shall be entitled to exercise the  
stock options in accordance with these terms and conditions. When exercising    
stock options or upon the Company's request otherwise, the successors of the    
deceased stock option owner shall submit evidence about their right to the stock
options to the Company. The Company may refuse to accept the share subscription 
based on said stock options until the Company is provided with sufficient       
evidence regarding the successors' rights.                                      

II SHARE SUBSCRIPTION TERMS AND CONDITIONS                                      

1. Right to subscribe for Shares                                                

Each stock option entitles its owner to subscribe for one (1) new share in the  
Company or an existing share held by the Company. The share subscription price  
shall be credited in its entirety to the reserve for invested unrestricted      
equity.                                                                         

2. Share Subscription and Payment                                               

The share subscription period shall be                                          
- for stock option 2009A 1 April 2012—30 April 2014                             
- for stock option 2009B 1 April 2013—30 April 2015                             
- for stock option 2009C 1 April 2014—30 April 2016.                            

Should the last day of the share subscription period not be a banking day, the  
share subscription may be made on a banking day following the last share        
subscription day.                                                               

Share subscriptions shall take place at the head office of the Company or       
possibly at another location and in the manner informed later. Upon             
subscription, payment for the shares subscribed for, shall be made to the bank  
account designated by the Company. The Board of Directors shall decide on all   
measures concerning the share subscription.                                     

3. Share Subscription Price                                                     

The share subscription price shall be:                                          
- for stock option 2009A, the trade volume weighted average quotation of the    
share on the NASDAQ OMX Helsinki Ltd. during 1 April —30 April 2009             
- for stock option 2009B, the trade volume weighted average quotation of the    
share on the NASDAQ OMX Helsinki Ltd. during 1 April —30 April 2010             
-  for stock option 2009C, the trade volume weighted average quotation of the   
share on the NASDAQ OMX Helsinki Ltd. during 1 April —30 April 2011.            

Should the dividend ex date fall on the period for determination of the share   
subscription price, such dividend shall be added to the trading prices of the   
share trading made as from the dividend ex date, when calculating the trade     
volume weighted average quotation of the share. Should the Company distribute   
assets from reserves of unrestricted equity, or distribute share capital to the 
shareholders, the proceedings shall be similar.                                 

The share subscription price of the stock options may be decreased in certain   
cases mentioned in Section 7 below. The share subscription price shall,         
nevertheless, always amount to at least EUR 0.01.                               

4. Registration of Shares                                                       

Shares subscribed for and fully paid shall be registered on the book-entry      
account of the subscriber.                                                      

5. Shareholder Rights                                                           

The dividend rights of the new shares and other shareholder rights shall        
commence when the shares have been entered in the Trade Register.               

Should existing shares, held by the Company, be given to the subscriber of      
shares, the subscriber shall be given the right to dividend and other           
shareholder rights after the shares having been subscribed and paid.            

6. Share Issues, Stock Options or other Special Rights before Share Subscription

Should the Company, before the share subscription, decide on an issue of shares 
or an issue of new stock options or other special rights, a stock option owner  
shall have the same right as, or an equal right to, that of a shareholder.      
Equality is reached in the manner determined by the Board of Directors by       
adjusting the number of shares available for subscription, the share            
subscription prices or both of these. The issue of shares, stock options or     
other special rights pursuant to Chapter 10 in the Companies Act, to the Group  
personnel shall, however, have no effect on the terms and conditions of these   
stock options, in any case.                                                     

7. Rights in Certain Cases                                                      

Should the Company distribute dividends or assets from reserves of unrestricted 
equity, from the share subscription price of the stock options, shall be        
deducted the amount of the dividend or the amount of the distributable          
unrestricted equity decided after the beginning of the period for determination 
of the share subscription price but before share subscription, as per the       
dividend record date or the record date of the repayment of equity.             

Should the Company reduce its share capital by distributing share capital to the
shareholders, from the share subscription price of the stock options, shall be  
deducted the amount of the distributable share capital decided after the        
beginning of the period for determination of the share subscription price but   
before share subscription, as per the record date of the repayment of share     
capital.                                                                        

Should the Company be placed in liquidation before the share subscription, the  
stock option owner shall be given an opportunity to exercise his/her share      
subscription right, within a period of time determined by the Board of          
Directors. Should the Company be deleted from the register, before the share    
subscription, the stock option owner shall have the same right as, or an equal  
right to, that of a shareholder.                                                

Should the Company resolve to merge with another company as a merging company or
merge with a new company to be formed in a combination merger, or should the    
Company resolve to be demerged entirely, the stock option owners shall, prior to
the merger or demerger, be given the right to subscribe for shares with their   
stock options, within a period of time determined by the Board of Directors.    
Alternatively, the Board of Directors may give a stock option owner the right to
convert the stock options into stock options issued by the other company, in the
manner determined in the draft terms of merger or demerger, or in the manner    
otherwise determined by the Board of Directors, or the right to sell stock      
options prior to the merger or demerger. After such period, no share            
subscription right or conversion right shall exist. The same proceeding shall   
apply to cross-border mergers or demergers, or should the Company, after having 
registered itself as an European Company (Societas Europae), or otherwise,      
register a transfer of its domicile from Finland into another member state of   
the European Economic Area. The Board of Directors shall decide on the impact of
potential partial demerger on the stock options. In the above situations, the   
stock option owners shall have no right to require that the Company redeem the  
stock options from them at their market value.                                  

Acquisition or redemption of the Company's own shares or acquisition of stock   
options or other special rights shall have no impact on the position of the     
stock option owner. Should the Company, however, resolve to acquire or redeem   
its own shares from all shareholders, the stock option owners shall be made an  
equivalent offer.                                                               

Should anyone make a public offer for all the shares, stock options and other   
special rights issued by the Company, or should a shareholder be obliged to make
a tender offer for said instruments, pursuant to the Company's Articles of      
Association or the Securities Market Act, or should a shareholder be entitled   
and obliged to redeem the shares of the other shareholders, pursuant to the     
Companies Act, the stock option owner may, irrespective of Section I.5, assign  
all the stock options held by him or her, to the offeror or the party obliged or
entitled to redemption. Should a shareholder have a right to redeem the shares  
of the other shareholders, pursuant to the Companies Act, the stock option owner
shall have an obligation corresponding to the shareholders to assign all the    
stock options held by him or her, to the shareholder using his or her redemption
right. The Board of Directors may, in any situation referred to in this    
paragraph, grant to the stock option owner a right to use the subscription      
right, within a time period set by the Board of Directors. After such period,   
the stock option owner shall have no further subscription right.                

III OTHER MATTERS                                                               

These terms and conditions shall be governed by the laws of Finland. Disputes   
arising in relation to the stock options shall be finally settled by arbitration
in accordance with the Arbitration Rules of the Central Chamber of Commerce.    

The Board of Directors may decide on the technical amendments resulting from    
incorporation of stock options into the book-entry securities system, to these  
terms and conditions, as well as on other amendments and specifications to these
terms and conditions which are not considered as essential. Other matters       
related to the stock options shall be decided on by the Board of Directors, and 
it may also give stipulations binding on the stock option owners.               

Should the stock option owner act against these terms and conditions, or against
the instructions given by the Company on the basis of these terms and           
conditions, or against applicable law, or against the regulations of the        
authorities, the Company shall be entitled to gratuitously withdraw the stock   
options which have not been assigned, or with which shares have not been        
subscribed for, from the stock option owner.                                    

The Company may maintain a register of the stock option owners to which the     
stock option owner's personal details, the number of the stock option classified
by series, the address and e-mail address of the stock option owner and the     
number of the stock option owner's book-entry account are recorded. The stock   
option owner shall immediately inform the Company of the changes in these       
particulars. The Company may send all announcements regarding the stock options 
by e-mail.  

These terms and conditions have been prepared in Swedish, Finnish and in        
English. In the case of any discrepancy between the Swedish, Finnish and English
versions, the Swedish shall prevail.