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. ---