NOTICE FOR NURMINEN LOGISTICS PLC’S ANNUAL GENERAL MEETING


Nurminen Logistics Plc          Stock Exchange Release 22 March 2016 at 3:30
p.m.

Notice is given to the shareholders of Nurminen Logistics Plc to the Annual
General Meeting to be held on Tuesday, 12 April 2016 at 1:00 p.m. at the address
Satamakaari 24, 00980 Helsinki, Finland. The reception of persons who have
registered for the meeting and the distribution of voting tickets will commence
at 12:30 pm.

At the Annual General Meeting, the following matters will be considered:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons to scrutinize the minutes and to supervise the counting
of votes

4. Recording the legality of the meeting

5. Recording the attendance at the meeting and adoption of the list of votes

6. Presentation of the Annual Accounts, including the consolidated Annual
Accounts, the report of the Board of Directors and the Auditor’s report for the
year 2015

Review by the Chief Executive Officer.

7. Adoption of the Annual Accounts including the Consolidated Annual Accounts

8. Resolution on the use of the profit shown on the balance sheet and payment of
dividend

The Board of Directors proposes to the Annual General Meeting that no dividend
shall be paid for the financial year 1 January - 31 December 2015.

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

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

Shareholders of the company who represent in total approximately 73.91 % of the
voting rights of the company’s shares, propose to the General Meeting that the
remuneration of the members of the Board of Directors elected at the Annual
General Meeting for the term ending at the close of the Annual General Meeting
in 2017 will be paid as follows: annual remuneration of EUR 40,000 for the
Chairman and EUR 20,000 for the other members. In addition, a meeting fee of EUR
1,000 per meeting for the Board and Board Committee meetings shall be paid for
each member of the Board living in Finland and EUR 1,500 per meeting for a
member of the Board living outside Finland. The same shareholders propose that
50 % of the annual remuneration will be paid in the form of Nurminen Logistics
Plc’s shares and the remainder in money. A member of the Board of Directors may
not transfer shares received as annual remuneration before a period of three
years has elapsed from receiving shares. The same shareholders also propose that
the Chairman of the Board will get, in addition, the remuneration of EUR 7,500
per month plus car benefit with the maximum value of EUR 1,600 per month and
telephone benefit.

11. Resolution on the number of members of the Board of Directors and election
of members of the Board of Directors

Shareholders of the company who represent in total of approximately 73.91 % of
the voting rights of the company’s shares, propose to the General Meeting that
the number of Board members shall be five and that Olli Pohjanvirta, Tero
Kivisaari, Juha Nurminen, Jukka Nurminen and Alexey Grom of the current members
are re-elected, for the term ending at the close of the Annual General Meeting
in 2017.

12. Resolution on the remuneration of the Auditor and election of Auditor

The Board of Directors proposes to the General Meeting that Ernst & Young Oy be
elected as the auditor for the company for the term ending at the close of the
Annual General Meeting 2017. Ernst & Young Oy has announced that Antti Suominen,
APA, would act as the principal auditor. The Board of Directors proposes to the
General Meeting that the elected auditor shall be reimbursed in accordance with
the auditor’s invoice accepted by the company.

13. Authorising the Board of Directors to decide on the issuance of shares as
well as the issuance of options and other special rights entitling to shares

The Board of Directors proposes to the General Meeting that the General Meeting
authorises the Board to decide on issuance of shares and/or special rights
entitling to shares pursuant to chapter 10 section 1 of the Finnish Companies
Act.

Based on the aforesaid authorisation the Board of Directors would be entitled to
release or assign, either by one or several resolutions, shares and/or special
rights up to a maximum equivalent of 20,000,000 new shares so that aforesaid
shares and/or special rights could be used, e.g., for the financing of company
and business acquisitions corporate and business trading or for other business
arrangements and investments, for the expansion of owner structure, paying of
remuneration of the Board members and/or for the creating incentives for, or
encouraging commitment in, personnel.

The authorisation would give the Board the right to decide on share issue with
or without payment. The authorisation for deciding on a share issue without
payment would also include the right to decide on the issue for the company
itself, so that the authorisation may be used in such a way that in total no
more than one tenth (1/10) of all shares in the company may from time to time be
in the possession of the company and its subsidiaries.

It’s proposed that the authorisation includes the right whereby the Board of
Directors would be entitled to decide of all other issues of shares and special
rights. Furthermore, the Board of Directors would be entitled to decide on share
issues, option rights and other special rights, in every way, as the same as
General Meeting could decide. The authorisation would also include right to
decide on directed issues of shares and/or special rights.

It is proposed that the authorisation shall remain in force until 30 April 2017.

14. Closing of the meeting

Documents of the Annual General Meeting

The proposals of the shareholders and Board of Directors relating to the agenda
of the Annual General Meeting, as well as this notice are available on Nurminen
Logistics Plc’s website at www.nurminenlogistics.com. The company’s Financial
Statements, the report of the Board of Directors and the Auditor’s report are
available on the above-mentioned website. The proposals of the Board of
Directors and the Financial Statements are also available at the General
Meeting. Copies of these documents and of this notice will be sent to
shareholders upon request. The minutes of the meeting will be available on the
above-mentioned website as no later than Tuesday, 26 April 2016.

Instructions for the participants in the General Meeting

The right to participate and registration

Each shareholder, who is registered on 31 March 2016 in the shareholders’
register of the company held by Finnish Central Securities Depository Ltd., has
the right to participate in the General Meeting. A shareholder, whose shares are
registered on his/her personal Finnish book-entry account, is registered in the
shareholders’ register of the company.

A shareholder, who wants to participate in the General Meeting, shall register
for the meeting no later than 5 April 2016 at 10:00 a.m. by giving a prior
notice of participation. The notice must arrive at the Company by the above
mentioned deadline.

Such notice can be given:

a) by e-mail: yhtiokokous@nurminenlogistics.com
b) by telephone:+358 10 545 2132 (on working days from 9:00 a.m. to 4:00 p.m.)
c) by regular mail to Nurminen Logistics Plc, Annual General Meeting,
Satamakaari 24, FI-00980 Helsinki, Finland.

In connection with the registration, a shareholder shall notify his/her name,
personal identification number, address, telephone number and the name and
personal identification number of a possible assistant or proxy representative.
The personal data given to Nurminen Logistics Plc is used only in connection
with the General Meeting and with the processing of related registrations.

Proxy representative and powers of attorney

A shareholder may participate in the General Meeting and exercise his/her rights
at the meeting by way of proxy representation.

A proxy representative shall produce a dated proxy document or otherwise in a
reliable manner demonstrate his/her right to represent the shareholder at the
General Meeting. When a shareholder participates in the General Meeting by means
of several proxy representatives representing the shareholder with shares at
different securities accounts, the shares by which each proxy representative
represents the shareholder shall be identified in connection with the
registration for the General Meeting.

Possible proxy documents should be delivered in originals to Nurminen Logistics
Plc, AGM, Satamakaari 24, FI-00980 Helsinki, Finland, before the last date for
registration.

Holders of nominee registered shares

A holder of nominee registered shares, who wants to participate in the General
Meeting, must have been entered into the shareholders’ register of the company
on the record date of the meeting, 31 March 2016. The right to participate in
the General Meeting requires, in addition, that the shareholder on the basis of
such shares has been registered into the temporary shareholders’ register held
by Euroclear Finland Ltd. at the latest by 5 April 2016 by 10 a.m. As regards
nominee registered shares this constitutes due registration for the General
Meeting.
A holder of nominee registered shares is advised to request necessary
instructions regarding the issuing of proxy documents and registration for the
General Meeting from his/her custodian bank. The account management organization
of the custodian bank shall register a holder of nominee registered shares, who
wants to participate in the General Meeting, to be temporarily entered into the
shareholders’ register of the company as described above at the latest by the
time stated above.

Other instructions and information

Pursuant to chapter 5, section 25 of the Companies Act, a shareholder who is
present at the General Meeting has the right to request information with respect
to the matters to be considered at the meeting.

On the date of this notice, 22 March 2016, the total number of shares and votes
in Nurminen Logistics Plc is 14,574,410.

In Helsinki, 22 March 2016

NURMINEN LOGISTICS PLC
The Board of Directors

DISTRIBUTION
NASDAQ OMX Helsinki
Major Media
www.nurminenlogistics.com

Nurminen Logistics is a listed company established in 1886 that offers logistics
services. The company provides high-quality forwarding, cargo handling and value
added services as well as railway transports and related to it project transport
services to its customers. The main market areas of Nurminen Logistics are
Finland, Russia and its neighbouring countries.

Attachments

03222830.pdf