Stock Exchange Releases

INVITATION TO THE ANNUAL GENERAL MEETING OF TECHNOPOLIS PLC

Published: 2007-03-08 12:15:00 CET
Technopolis – Notice to convene annual general meeting

INVITATION TO THE ANNUAL GENERAL MEETING OF TECHNOPOLIS PLC

The shareholders of Technopolis Plc are invited to attend the Annual
General Meeting to be held from 12.00 noon on Thursday, March 29,
2007, in the auditorium of the Medipolis Center, street address
Kiviharjuntie 11, 90220 Oulu, Finland.

Meeting Agenda:

1. The standard business of the Annual General Meeting referred to
in Chapter 5, Section 3 of the Companies Act and in Article 11 of
the Articles of Association

2. The proposal of the Board of Directors to amend the Articles of
Association

The Board of Directors proposes that the Annual General Meeting
amend the Company's Articles of Association. The proposed amendments
derive mainly from the new Finnish Companies Act, effective as of
September 1, 2006, and are mainly technical in nature.

The proposed amendments are essentially as follows:

- Article 2, concerning the purpose of the company's operations, to
be deleted.

- Article 4, concerning the company's share capital and number of
shares, to be deleted as unnecessary.

- Article 7, concerning the signing of the company's business name,
be amended to correspond with the wording of the new Companies Act.
At the same time, it is proposed that the reference to appointing
proxies by decision of the Board be deleted as this arises directly
from the law, and that a reference be added authorizing the Board to
issue rights of representation.

- Article 10, concerning notice of a general meeting, to be amended
to the effect that the earliest date for publishing the notice would
be three months prior to the general meeting instead of the current
four weeks.

- The matters to be handled at the Annual General Meeting to be
revised to correspond with the amended legislation (Article 11).

- With respect to Article 12, concerning the book-entry system, the
reference to the registration date to be deleted as unnecessary.

- Article 13, concerning the record date procedure, to be deleted as
unnecessary.

- Article 15, concerning the application of the Companies Act, to be
deleted as unnecessary.

- The numbering of the Articles of Association be revised to
correspond with the amendments proposed above.

3. The proposal of the Board of Directors to authorize the Board to
acquire the company's own shares

The Board of Directors proposes to the Annual General Meeting that
the company's Board be authorized to decide on acquiring the
company's own shares on the following conditions:

The maximum number of the company's own shares that can be acquired
shall be 4,000,000 shares, equivalent to approximately 9.86 % of the
company's total shares. Under the authorization, the company's own
shares may only be acquired with unrestricted equity.

The company's own shares may be acquired at the price arrived at in
public trading on the date of acquisition, or at a price otherwise
established on the market.

The Board of Directors shall decide on how the shares are to be
acquired. Derivatives may be used in the acquisition. Shares may be
acquired in deviation from the proportional holdings of shareholders
(directed acquisition).

The authorization shall be valid until May 31, 2008.

4. The proposal of the Board of Directors to authorize the Board to
decide on a share issue and on the granting of stock options and
other special rights giving entitlement to shares.

The Board of Directors proposes to the Annual General Meeting that
the company's Board be authorized to decide on a share issue and on
the issuing of stock options and other special rights giving
entitlement to shares, as specified in Chapter 10, Section 1 of the
Companies Act, on the following conditions.

The maximum number of shares to be issued pursuant to the
authorization shall be 8,000,000 shares, equivalent to approximately
19.73 % of the company's total shares.

The Board of Directors shall be authorized to decide on all terms
and conditions of the share issue and the issuing of special rights
giving entitlement to shares. The authorization shall concern both
the issuing of new shares and the conveyance of the company's own
shares. The share issue and the issuing of special rights giving
entitlement to shares may be offered to certain parties.

The authorization shall be valid until May 31, 2008.

5. The proposal of the Board of Directors to the Annual General
Meeting concerning the issuing of stock options

The Board of Directors proposes that the Annual General Meeting
decide on the issuing of stock options to key personnel in the
Technopolis Group.

The company has weighty financial reasons to issue stock options
because the options are intended to be part of the incentive and
commitment program for key personnel.

The number of stock options shall be 1,650,000 at maximum. The
options shall entitle their holders to subscribe for a maximum of
1,650,000 shares of the company. The shares that can be subscribed
on the basis of the options now to be issued will represent an
aggregate maximum of about 3.9 % of the company's shares and voting
power after the share subscription, given that all the options are
exercised.

The subscription price of shares subscribed with the stock options
shall be based on the prevailing market price of the Technopolis Plc
share on the Helsinki Stock Exchange in April 2007, April 2008 and
April 2009. The share subscription price shall be recognized in the
paid-up unrestricted equity reserve.

The share subscription periods for the stock options are as follows:
for 2007A options, May 1, 2010 - April 30, 2012; for 2007B options,
May 1, 2011 - April 30, 2013, and for 2007C options, May 1, 2012 -
April 30, 2014.

Related to the year 2007 stock options is a share ownership program,
by which the Group's top management is obligated, by means decided
upon together with the Board of Directors' decision on the
distribution of options, to acquire the company's shares with part
of the income derived from the options.

The terms and conditions of the year 2007 stock options are attached
herein in their entirety.

6. The proposal of the Board of Directors to the Annual General
Meeting concerning cancellation of stock options

The Board of Directors proposes that the Annual General Meeting
cancel the 436,000 stock options of the 2005C program issued on
March 22, 2005.

Distribution of dividends

The Board of Directors proposes to the Annual General Meeting that a
dividend of EUR 0.14 per share be paid for the financial year ending
on December 31, 2006, and that the remainder of the distributable
funds be transferred to retained earnings. The dividend will be paid
to shareholders that have been registered as shareholders in the
company's shareholder register maintained by the Finnish Central
Securities Depository Ltd by the dividend record date, April 3,
2007. The Board of Directors proposes that the dividend be paid on
April 12, 2007.

Composition of the Board of Directors

Shareholders representing altogether 15.4 % of the Company's shares
and votes have announced that they will propose to the Annual
General Meeting that five members be elected to the Company's Board
of Directors. The same parties will propose that Timo Parmasuo,
Matti Pennanen and Erkki Veikkolainen be re-elected as members of
the Board, that Pekka Korhonen, Managing Director, OP-Eläkekassa and
Juha Yli-Rajala, Director of Finance and Strategy, City of Tampere
be elected as new Board members, that Timo Parmasuo be elected as
Chairman and that Matti Pennanen be elected as Vice Chairman. The
term of office of all members of the Board will terminate, in
accordance with the Articles of Association, at the end of the
Annual General Meeting that next follows the election.

Auditor

Shareholders representing altogether 15.4 % of the Company's shares
and votes have announced that they will propose to the Annual
General Meeting that KPMG Oy Ab, Authorized Public Accountants, be
elected as the Company's Auditor.

Documents on view

Copies of the financial statements, Board of Directors' report and
Auditor's Report and of the proposals of the Board of Directors
shall be available for shareholders to view from March 22, 2007, at
the company's head office in Oulu, street address: Elektroniikkatie
8, 90570 Oulu, Finland, and (in the Finnish language only) on the
company's web site at www.technopolis/yhtiokokous. After the date
mentioned, the company will send copies of the documents in question
to shareholders upon request. The said documents will also be
available for viewing at the Annual General Meeting.

Right to participate in the meeting

Shareholders who are registered in the company's shareholder
register maintained by the Finnish Central Securities Depository Ltd
on March 19, 2007 shall have the right to participate in the Annual
General Meeting.

Notice of intention to participate

Shareholders who wish to participate in the Annual General Meeting
must signify their intention to do so at the company's head office
no later than 4.00 p.m. on March 22, 2007 by telephone to +358 8 551
3242, or by email to teija.koskela@technopolis.fi, or in writing to
Teija Koskela, Technopolis Plc, Elektroniikkatie 8, 90570 Oulu,
Finland. The notification must be received by the above deadline.
Shareholders are requested to present any powers of attorney along
with their notice of intention to participate.


TECHNOPOLIS PLC
Board of Directors


For further information, please contact:
Pertti Huuskonen, President and CEO, tel. +358 8 551 3213 or
+358 400 680 816

Distribution:
Helsinki Stock Exchange
Main news media
www.technopolis.fi

ATTACHMENT
TECHNOPOLIS PLC STOCK OPTIONS 2007

The Board of Directors of Technopolis Plc (Board of Directors) has
at its meeting on 8 March 2007 resolved to propose to the Annual
General Meeting of Shareholders of Technopolis Plc to be held on 29
March 2007 that stock options be issued to the key personnel of
Technopolis Plc (Company) and its subsidiaries (Group), on the
following terms and conditions:

I STOCK OPTION TERMS AND CONDITIONS

1. Number of Stock Options

The maximum total number of stock options issued shall be 1,650,000,
and they shall entitle their owners to subscribe for a maximum total
of 1,650,000 shares in the Company.

2. Stock Options

Of the stock options, 500,000 shall be marked with the symbol 2007A,
550,000 shall be marked with the symbol 2007B and 600,000 shall be
marked with the symbol 2007C.

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 or she
has accepted the offer of the Board of Directors.

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. Transfer 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 can freely be transferred and pledged, when the
relevant share subscription period has begun. The Board of Directors
may, however, permit the transfer of stock options also before such
date. Should the stock option owner transfer his/her stock options,
such person is obliged to inform the Company about the transfer in
writing, without delay.

Should a stock option owner cease to be employed by or in the
service of the Group, for any reason other than the death or the
statutory retirement of a stock option owner, such person shall,
without delay, forfeit to the Company or its order, free of charge,
the 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. The Board of Directors can, however, in the
above-mentioned cases, decide that the stock option owner is
entitled to keep such stock options, or a part of them.

Should the stock options be transferred to 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 to 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 transfer
restrictions and other respective restrictions concerning the stock
options to the stock option owner's book-entry account, without the
consent of the stock option owner.

II SHARE SUBSCRIPTION TERMS AND CONDITIONS

1. Right to subscribe for Shares

Each stock option entitles its owner to subscribe for one (1) share
in the Company. The share subscription price shall be entered into
the paid-up unrestricted equity fund.

2. Share Subscription and Payment

The share subscription period shall be
- for stock option 2007A 1 May 2010 - 30 April 2012
- for stock option 2007B 1 May 2011 - 30 April 2013
- for stock option 2007C 1 May 2012 - 30 April 2014.

Share subscriptions shall take place at the head office of the
Company or possibly at another location and in the manner determined
later. Upon subscription, payment for the shares subscribed for,
shall be made to the bank account appointed 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 2007A, the trade volume weighted average
quotation of the share on the Helsinki Stock Exchange during
1 April - 30 April 2007
- for stock option 2007B, the trade volume weighted average
quotation of the share on the Helsinki Stock Exchange during
1 April - 30 April 2008
- for stock option 2007C, the trade volume weighted average
quotation of the share on the Helsinki Stock Exchange during
1 April - 30 April 2009.

If the dividend ex date falls on the period for determination of the
share subscription price, such dividend shall be added to the
trading prices of the share trading made after the dividend ex date,
when calculating the trade volume weighted average quotation of the
share. The proceedings shall be similar, if the Company distributes
funds from the paid-up unrestricted equity fund or distributes share
capital to the shareholders.

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 in 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.

If existing shares, held by the Company, are given to the subscriber
of shares, the subscriber shall be entitled to dividend and other
shareholder rights when the shares have been subscribed and paid.

6. Share Issues, Stock Options and other special Rights entitling to
Shares 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 entitling to shares, 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 price or both of these.

7. Rights in Certain Cases

If the Company distributes dividends or funds from the paid-up
unrestricted equity fund, the share subscription price of the stock
options shall be reduced by the amount of the dividend or the amount
of the distributable paid-up 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.

If the Company reduces 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.

If the Company is 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. If the Company is 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.

If the Company resolves to merge with another company as merging
company or merge with a company to be formed in a combination
merger, or if the Company resolves 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 can 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 shall
exist. The same proceeding applies to cross-border mergers or
demergers, or if the Company, after having registered itself as an
European Company, or otherwise registers a transfer of its domicile
from Finland into another member state. 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.

Repurchase or redemption of the Company's own shares or acquisition
of stock options or other special rights entitling to shares shall
have no impact on the status of the stock option owner. If the
Company, however, resolves to repurchase or redeem its own shares
from all shareholders, the stock option owners shall be made an
equivalent offer.

If a redemption right and obligation to all of the Company's shares,
as referred to in Chapter 18 Section 1 of the Finnish Companies Act,
arises to any of the shareholders, before the end of the share
subscription period, on the basis that a shareholder possesses over
90 % of the shares and the votes of the shares of the Company, the
stock option owners shall be given a possibility to use their right
of share subscription by virtue of the stock options, within a
period of time determined by the Board of Directors, or the stock
option owners shall have an equal obligation to that of shareholders
to transfer their stock options to the redeemer, irrespective of the
transfer restriction defined in Section I.5 above.

III OTHER MATTERS

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

The Board of Directors may decide on the transfer of the stock
options to the book-entry securities system at a later date and on
the resulting technical amendments to these terms and conditions, as
well as on other amendments and specifications to these terms and
conditions which are not considered essential. Other matters related
to the stock options shall be decided on by the Board of Directors.

The Company shall be entitled to withdraw the stock options which
have not been transferred, or with which shares have not been
subscribed for, free of charge, if the stock option owner acts
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 can keep stock option owners on register including stock
option owners' personal data. The Company can send information on
the stock options to the stock option owners by e-mail.

These terms and conditions have been made in Finnish and in English.
In the case of any discrepancy between the Finnish and English terms
and conditions, the Finnish terms and conditions shall decide.