The shareholders of F-Secure Corporation are invited to the
Annual General Shareholders' Meeting (AGM) to be held on Wednesday
March 22, 2006, starting at 15.00 Finnish time at High Tech Center,
Ruoholahti, Tammasaarenkatu 3, 00180,Helsinki, Finland.
Participants are kindly requested to arrive by 14.45 hours.
The proposals of the Board to the Annual General
Meeting
1) The matters designated to the AGM in Article 11 of the
Articles of Association
2) The authorization of Board of Directors to increase the share
capital of the company
The Board to be authorised to decide on an increase of the share
capital of thecompany by one or more new share issues or by
launching one or more convertible bonds or option rights which may
be offered to be subscribed by deviating from the subscription
rights of the shareholders. This deviation from the subscription
rights is proposed for the purpose that the company may fund its
possible acquisitions which are of strategic importance by way of
share arrangements, or strengthen its financing and capital
structure, or create incentive programs for Group's employees. The
authorization valid for the period of one (1) year may increase the
share capital of the company by a maximum of 280,000 EUR. To the
extent the authorization is used to create incentive systems for
the personnel of the group, the share capital may increase by a
maximum of 70,000 EUR.
3) Draft of terms of Rommon merger
The Board proposes to the Annual General meeting to accept the
draft of terms of merger according to which fully owned subsidiary
Rommon Oy shall merge into F-Secure Corporation in order to achieve
cost savings.
Dividend proposal
The Board proposes to the Annual General Meeting that a dividend
of EUR 0.07 per share would be paid to those those shareholders
that on the record date of March 27, 2006 are registered in the
Register of Shareholders held by the Finnish Central Securities
Depository Ltd. The dividend will be paid on April 4, 2006.
Candidates for the Board of Directors and for an Auditor
The Company has been informed that shareholders who have over
50% of votes propose following candidates to the Board of
Directors: Sari Baldauf, Pertti Ervi, Risto Siilasmaa, Alexis
Sozonoff, Antti Vasara and as deputy Ari Hyppönen. As auditor they
propose Ernst & Young Oy. All of them have expressed their
acceptance.
Documents
The documents are available to the public latest from March 15,
2006, on the Company
investor
pages, as well as at the head office of the Company at
Tammasaarenkatu 7, Helsinki, Finland. Copies of the documents will
be mailed to shareholders upon request. The request may be
forwarded through the contact information below. The documents of
the draft of merger with appendices is already available from
February 22, 2006.
Right to participation
A shareholder who, no later than March 10, 2006, has been noted
as a shareholder in the list of shareholders maintained by Finnish
Central Securities Depository Ltd, is entitled to participate in
the Annual General Meeting unless otherwise decreed by law.
Registration
To be permitted to participate in the shareholders' meeting, a
shareholder must register for it no later than March 15, 2006, at
14.00 Finnish Time. Registration may take place by e-mail to
mikaela.anaja@f-secure.com,
by phone +358-9-2520 5390/Mikaela Anaja, by fax +358-9-2520
5003/Mikaela Anaja, by mail F-Secure, PL 24, 00180 Helsinki, or at
the Company's headquarters at Tammasaarenkatu 7, Helsinki. The
registration must be on hand at the addresses above before the end
of the registration period. A Power of Attorney is requested at the
time of registration.
Helsinki, February 13, 2006
F-Secure Corporation
Board of Directors
Additional information:
F-Secure Corporation
Risto Siilasmaa, President and CEO
tel.358 9 2520 5510
Taneli Virtanen, CFO
tel.358 9 2520 5655
