NOTICE OF GENERAL MEETING
PONSSE OYJ STOCK EXCHANGE BULLETIN 4 November 2004 3.30pm
NOTICE OF GENERAL MEETING
Ponsse Oyjs shareholders are hereby invited to attend an Extraordinary
General Meeting to be held on Wednesday 24 November 2004 at 10am at
Metsäpirtin kurssi- ja leirikeskus, Vanha Kainuuntie 6 a, 74100 Iisalmi.
The meeting will consider the Board of Directors proposal to pay an
additional dividend and to increase the share capital through a scrip
issue.
Ponsse Oyjs Extraordinary General Meeting will consider the following
business:
1. The Board of Directors proposal to pay an additional dividend
The Board of Directors is to propose that a dividend of EUR 1.0 per
share be paid in addition to the dividend decided, on the basis of the
balance sheet adopted for the financial year ending 31 December 2003,
at the Annual General Meeting held on 16 March 2004.
Should the General Meeting approve the Board of Directors proposal for
payment of an additional dividend, the dividend will be paid to
shareholders who are registered at the record date, 29 November 2004, in
the companys share register kept by the Finnish Central Securities
Depository Ltd. The Board of Directors is to propose that the dividend
be paid on 7 December 2004.
2. The Board of Directors proposal for a scrip issue
The Board of Directors is to propose that the companys share capital be
increased from EUR 3,500,000 to EUR 7,000,000 through a EUR 3,500,000
scrip issue subject to the following terms and conditions:
1. In the scrip issue, shareholders receive, without consideration,
one (1) new share for one (1) old share held.
2. The EUR 3,500,000 increase in share capital is effected by
converting retained earnings of EUR 955,000.00 and EUR 2,545,000.00
from the share premium account into share capital.
3. A total of 7,000,000 new shares are issued. The nominal value of
each of the companys shares is EUR 0.50.
4. The record date for the scrip issue is 29 November 2004. The right
to new shares issued in the scrip issue is vested in shareholders
who are registered in the companys share register at the record
date.
5. The scrip issue will be effected in the book-entry securities
system and requires no action from shareholders. The scrip issue
does not affect ownership or voting rights ratios in the company.
6. Provided that the increase in share capital has been entered in
the Trade Register, the new shares issued in the scrip issue will
be registered in shareholders book-entry securities accounts on
30 November 2004.
7. The new shares will be entitled to a full dividend for the
financial year commencing 1 January 2004 and to other rights in the
company from the date the share capital has been registered in the
Trade Register.
8. Shareholders who have not converted their share certificates to
book-entries will be entitled to the new shares issued in the scrip
issue once they have converted their certificates.
9. The Board of Directors is proposing the scrip issue to double the
number of the companys shares. This will improve trading in the
companys shares on the market and promote the function of the
share market.
ELIGIBILITY TO ATTEND THE MEETING
To be eligible to attend the Extraordinary General Meeting, shareholders
should be registered as shareholders by 12 November 2004 in the share
register kept by the Finnish Central Securities Depository Ltd (APK).
Beneficial owners of nominee shareholdings may register their shares
temporarily on 12 November 2004 in the companys share register to
enable them to attend the Meeting. Requests for temporary registration
should be made to the nominee registration custodian.
NOTIFICATION TO ATTEND THE MEETING
Shareholders wishing to attend the Extraordinary General Meeting should
notify the company of their intention to do so by 4pm Finnish time on 19
November 2004 either
- in writing to Ponsse Oyj, General Meeting, FI-74200 Vieremä, Finland
- by telephone on +358 20 768 800,
- by fax on +358 20 768 8690
- by email to keskus@ponsse.com
- or on the companys website at www.ponsse.com/generalmeeting
Notifications to attend the Meeting must be received by the deadline
above. In addition to their name, shareholders are also requested to
give their personal number and or business registration number. Any
letters of attorney should also be sent to the postal address above to
arrive before the deadline given.
The Board of Directors proposals are available for the inspection of
shareholders at the companys head office at Karankamäentie 22, Vieremä
from 5 November 2004. Copies will be sent to shareholders on request.
Vieremä, 4 November 2004
PONSSE OYJ
Board of Directors
Arto Tiitinen
President, CEO
Further information from:
President, CEO Arto Tiitinen, tel. +358 20 768 8621
CFO Mikko Paananen, tel. +358 20 768 8648
www.ponsse.com
DISTRIBUTION
Helsinki Exchanges
Main media