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2015-03-31

Restamax Plc: NOTICE OF RESTAMAX PLC'S ANNUAL GENERAL MEETING

Restamax Plc
STOCK EXCHANGE RELEASE, 31 March 2015 at 9:45

NOTICE OF RESTAMAX PLC'S ANNUAL GENERAL MEETING
Notice is hereby given to the shareholders of Restamax Plc to the Annual
General Meeting to be held on Wednesday 22 April 2015 starting at 3:00 p.m.
in Tampere Hall at Yliopistonkatu 55, 33100 Tampere. The reception of those
registered at the meeting, distribution of voting tickets and coffee catering
will begin at 2:00 pm.

A. Matters on the agenda of the Annual General Meeting
The following topics shall be discussed at the Annual General Meeting of
Restamax Plc:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons scrutinising the minutes and supervising vote counting

4. Recording the legality of the meeting

5. Recording those present and confirming the voters list

6. Presentation of the 2014 Financial Statements, Annual Report, and Auditor's
Report

- Review by the CEO

7. Adoption of the Financial Statements

8. Deciding on allocation of profit shown on the balance sheet and dividend
distribution

The Board of Directors proposes that a per-share dividend of EUR 0.22 be paid,
based on Company's adopted balance sheet, for the financial period that ended
31 December 2014. The dividend shall be paid to shareholders who on the
divided record date, 24 April 2015, are registered in the Company's
shareholders' register held by Euroclear Finland Oy.

The Board of Directors proposes that the dividends be paid on 7 May 2015.

9. Deciding on discharge from liability for the members of Board of Directors
and the CEO

10. Deciding on the remuneration of the members of the Board of Directors

According to information received by the Board, the shareholders that in total
represent more than 52.8% of the votes conferred by the Company's shares,
will present their proposals later. The proposals will be published as a
separate Restamax Plc stock exchange release.

11. Deciding on the number of the members of the Board of Directors

According to information received by the Board, the shareholders that in total
represent more than 52.8% of the votes conferred by the Company's shares,
will present their proposals later. The proposals will be published as a
separate Restamax Plc stock exchange release.

12. Election of the Chairman, the Vice-Chairman and the members of the Board

According to information received by the Board, the shareholders that in total
represent more than 52.8% of the votes conferred by the Company's shares,
will present their proposals later. The proposals will be published as a
separate Restamax Plc stock exchange release.

13. Deciding on the auditors' remuneration

The shareholders that in total represent more than 52.8% of the votes
conferred by the Company's shares have announced to the Company that they
will propose to the Annual General Meeting that auditors' remuneration be
based on a reasonable invoiced amount accepted by the Company.

14. Decision on the number and election of the auditors

The shareholders that in total represent more than 52.8% of the votes
conferred by the Company's shares have announced to the company that they
will propose to the Annual General Meeting that a firm of authorised public
accountants be selected as the Company's auditor. The aforementioned
shareholders have announced to the company that they will propose to the
Annual General Meeting that Deloitte&Touché Oy, a firm of authorised public
accountants, be selected as the auditors until the end of the next Annual
General Meeting. Deloitte&Touché Oy has notified that Hannu Mattila, APA,
will act as the responsible auditor.

15. Authorising the Board of Directors to make a decision on the purchase of
the Company's own shares

The Board of Directors proposes that the Annual General Meeting authorise the
Board to decide on using the Company's unrestricted equity to purchase no
more than 800,000 of the Company's own shares in one or several tranches,
taking into account the stipulations of the Limited Liability Companies Act
regarding the maximum number of shares in possession of the Company and under
the following terms:

The Company's shares shall be acquired with the funds from the Company's
unrestricted equity, in which case the acquisitions decrease the
distributable profits of the Company. The shares shall be purchased in
trading on the regulated market in Helsinki Stock Exchange, and therefore the
purchase takes place by private placing and not in relation to the shares
owned by the shareholders. The sum paid for the shares is the price announced
on the acquisition day for Restamax Plc's shares on the regulated market on
the stock list of Helsinki Stock Exchange. The shares are purchased in
trading organised by NASDAQ OMX Helsinki Oy in accordance with its rules and
regulations. The shares can be purchased for financing or carrying out
possible corporate acquisitions or other arrangements, to implement incentive
systems within the Company, or for other purposes decided by the Board. The
maximum amount of the shares to be acquired is equivalent to approximately
4.9% of all the shares and votes of the Company calculated based on the
number of shares on the date of publishing the notice of the Annual General
Meeting, so the purchase of the shares does not have a significant influence
on the share ownership and the distribution of voting rights in the Company.

The Board of Directors shall decide on other matters related to the purchase
of the Company's own shares.

The authorisation is proposed to expire at the end of the 2016 Annual General
Meeting, however no later than 18 months of the Annual General Meeting's
authorisation decision.

16. Closing of the Annual General Meeting

B. Documents of the General Meeting
The aforementioned proposals for decisions of the Board on the matters on the
agenda of the General Meeting, this notice, and Financial Statement documents
with appendices are available to the shareholders starting from 31 March 2015
at the Restamax Plc head office, at the address Hatanpään valtatie 1 B, 33100
Tampere, Finland, and on the Company's website at www.restamax.fi.

The decision proposals and the financial statements documents are also
available at the General Meeting and copies of them and of this notice will
be sent to the shareholders upon request.

C. Instructions for the attendants of the Annual General Meeting

1. Shareholder entered in the shareholders' register

Each shareholder who on 10 April 2015 is registered in the shareholders'
register of the Company held by Euroclear Finland Oy has the right to
participate in the General Meeting. A shareholder whose shares have been
entered on his/her personal Finnish book-entry securities account is listed
on the Company's shareholders' register.

A shareholder who is registered in the shareholders' register of the Company
and who wishes to participate in the Annual General Meeting must register for
the meeting no later than on 17 April 2015 at 4:00 p.m., by which the notice
of registration must have been received. The registration starts on 31 March
2014 at 2:00 pm.

The registration for the Annual General Meeting can also take place via
Restamax Plc's website atwww.restamax.fi, by sending a letter to the address
Restamax Plc, Annual General Meeting, Hatanpään valtatie 1 B, 33100 Tampere,
Finland, or by telephone Mon-Fri 10:00 a.m.-3:00 p.m. to number +358 10 4233
204.
In connection with the registration, a shareholder shall give his/her name,
personal identification number or business ID, telephone number and the name
and the personal identification number of a possible assistant, authorised
representative or statutory representative. The personal data given to
Restamax Plc by shareholders shall be used only in connection with the
General Meeting and the necessary management of the registrations.

The shareholder, his/her representative or authorised representative shall,
when necessary, be able to prove his/her identity and the right of
representation at the General Meeting.

2. Authorised representative and powers of attorney

A shareholder may use an authorised representative to exercise his/her rights
at the Annual General Meeting.

A shareholder's authorised representative must produce a dated power of
attorney or otherwise prove in a reliable manner that he/she is authorised to
represent the shareholder. If a shareholder participates in the Annual
General Meeting by means of several authorised representatives who represent
him/her through shares held at different book-entry accounts, the shareholder
must in connection with registration for the General Meeting identify the
shares on the basis of which each authorised representative represent him or
her.

Any powers of attorney should be delivered in original to the address Restamax
Plc, Annual General Meeting, Hatanpään valtatie 1 B, 33100 Tampere, Finland,
before the registration period closes.

3. Holders of nominee-registered shares

A holder of nominee-registered shares has the right to participate in the
General Meeting by virtue of such shares based on which he/she would be
entitled to be listed in the shareholders' register held by Euroclear Finland
Ltd on 10 April 2015. The right to participate requires, in addition, that
the shareholder on the basis of these shares has been temporarily registered
in the shareholders' register held by Euroclear Finland Ltd by 17 April 2015
at 10:00 am. As regards nominee-registered shares, this is considered due
registration for the General Meeting.

A holder of nominee-registered shares is advised to request from his/her
custodian bank well in advance the necessary instructions regarding the
temporary registration in the shareholders' register, the issuing of powers
of attorney and registration for the General Meeting. The account management
organisation of the custodian bank must register a holder of
nominee-registered shares who wants to participate in the General Meeting
temporarily into the shareholders' register no later than by the time stated
above.

4. Other information

In accordance with Section 5(25) of the Limited Liability Companies Act,
shareholders present at the General Meeting have the right to present
questions on the matters discussed at the meeting.

On the date of this notice, 31 March 2015, the total number of shares and
votes of Restamax Plc is 16,379,620, and its subsidiaries hold 173,000 of
Restamax Plc's own shares.

The General Meeting will be held in Finnish.

We welcome all shareholders to the General Meeting.
Tampere, 30 March 2015

Restamax
Plc

Board of Directors

More information:

Timo Laine, Restamax Plc, ...

Författare Hugin

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