Home News 2008 Invitation to the Annual General Meeting of Outotec Oyj
February 26, 2008 04:00:00 PM CET

Invitation to the Annual General Meeting of Outotec Oyj

OUTOTEC OYJ  STOCK EXCHANGE RELEASE  FEBRUARY 26, 2008  AT 4.00 PM

INVITATION TO THE ANNUAL GENERAL MEETING OF OUTOTEC OYJ

The shareholders of Outotec Oyj are invited to the Annual General
Meeting held on Tuesday, March 18, 2008 at 1.00 pm (Finnish time) in
Espoo, Dipoli Congress Center at Otakaari 24, Otaniemi. The
registration of the attendees will commence at the meeting venue at
12.00 am.

The Annual General Meeting shall decide on the following matters:

1. Matters to be decided by the Annual General Meeting according to
the Companies Act and Article 11 of the Articles of Association

2. Proposal by the Board of Directors to authorize the Board of
Directors to resolve upon issues of shares

The Board of Directors proposes that the Annual General Meeting
resolve to authorize the Board of Directors to decide on an issue of
new shares and rights referred to in Chapter 10, Article 1 of the
Companies Act as well as on the distribution of own shares held by
the Company. The shares may be issued or distributed against payment
or at no cost. This authorization does not, however, entitle the
Board of Directors to issue share option rights as an incentive to
the personnel. The total number of new shares to be issued and own
shares held by the Company to be distributed under the authorization
may not exceed 4,200,000 shares. The Board of Directors is entitled
to decide on the terms of the share issue and it is entitled to
deviate from the shareholders' pre-emptive subscription rights. The
authorization shall be in force until the next Annual General
Meeting.

3. Proposal by the Board of Directors to authorize the Board of
Directors to resolve upon repurchase of own shares

The Board of Directors proposes that the Annual General Meeting
resolve upon authorizing the Board of Directors to decide on the
repurchase of the maximum of 4,200,000 of the Company's own shares
using free equity and deviating from the shareholders' pre-emptive
rights to the shares. The shares are to be repurchased in public
trading at the OMX Nordic Exchange Helsinki. The authorization shall
be in force until the next Annual General Meeting.

4. Dividend

The Board of Directors proposes that the Annual General Meeting
resolve to distribute 0,95 euros per share as dividend to the shares
of the Company for the financial year ended on December 31, 2007. The
dividend is to be paid to the shareholders who have been registered
as shareholders in the Company's register of shareholders as
maintained by the Finnish Central Securities Depository Ltd. on the
record date, Tuesday, March 25, 2008. The Board of Directors proposes
that the dividend be paid on Tuesday, April 1, 2008.

5. Composition of and Remuneration to the Board of Directors

The Board of Directors, in assuming the duties of the Nomination
Committee, proposes to the Annual General Meeting that the current
members of the Board of Directors Carl-Gustaf Bergström, Karri
Kaitue, Hannu Linnoinen, Anssi Soila and Risto Virrankoski be
re-elected as members of the Board of Directors and Risto Virrankoski
be re-elected as the Chairman of the Board until the closure of the
following Annual General Meeting.

The Board of Directors, in assuming the duties of the Nomination
Committee, proposes to the Annual General Meeting that the members of
the Board of Directors be paid the following monthly remunerations:
EUR 5,000 for the Chairman of the Board of Directors and EUR 3,000
for the other members of the Board of Directors each, as well as an
additional EUR 1,000 for both the Vice Chairman of the Board and the
Chairman of the Audit Committee; and that the members of the Board
each be paid EUR 500 for attendance at each Board and Committee
meeting as well as be reimbursed for direct costs arising from Board
work.

6. Election of Auditor

The Audit Committee proposes that KPMG Oy Ab be re-elected as the
Company's auditor for the financial year 2008 with certified
accountant Mauri Palvi as the auditor in charge.

Financial Statements and proposals by the Board of Directors

The Financial Statements and the complete proposals by the Board of
Directors for the authorizations to issue shares and repurchase own
shares are available at the latest as of Monday, March 10, 2008 on
the Company's website at www.outotec.com as well as at the Company's
head office at Riihitontuntie 7 C, Espoo. Shareholders will be
provided copies of the documents upon request and the documents will
also be available at the Annual General Meeting.

Right to participate in and to vote at the Annual General Meeting

Shareholders who have been recorded as shareholders in the register
of shareholders as maintained by the Finnish Central Securities
Depository Ltd. at the latest on Friday, March 7, 2008, and
nominee-registered shareholders who have been temporarily registered
in the register of shareholders on the said date, are entitled to
participate in the Annual General Meeting.

Notice to Attend the Annual General Meeting

Shareholders wishing to attend the Annual General Meeting shall give
a prior notice thereof to the Company
- by letter to Outotec Oyj, AGM 2008, P.O. Box 86, 02201 Espoo;
- by e-mail to investor.relations@outotec.com;
- by fax to +358 20 529 2201; or
- by phone to +358 20 529 2005 or +358 20 529 2031 (Monday to Friday
between
9.00 am and 4.00 pm).
The notice must be received at the latest by Monday, March 10, 2008
at 4.00 pm.

Advance delivery of Proxies

Shareholders may use the right to vote at the Annual General Meeting
in person or through an authorized attorney. It is requested that
possible proxies for representing a shareholder be delivered to the
Company by Monday, March 10, 2008 at 4.00 pm.

Espoo, February 26, 2008

Outotec Oyj
Board of Directors




For more information:

OUTOTEC OYJ
Rita Uotila
Vice President - Investor Relations
tel.: +358 20 529 2003, mobile: +358 400 954141
e-mail rita.Uotila(at)Outotec.com



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