eQ Oyj — Proxy Solicitation & Information Statement 2013

Feb 14, 2013

NOTICE OF THE ANNUAL GENERAL MEETING

NOTICE OF THE ANNUAL GENERAL MEETING

eQ PLC
STOCK EXCHANGE RELEASE

14 February 2013, at 2.20 p.m.

NOTICE OF THE ANNUAL GENERAL MEETING

The shareholders of eQ Plc are convened to the company's Annual General Meeting
(AGM), which will be held on Tuesday 26 March 2013 at 4.00 p.m. at Hotel
Scandic Marski, address Mannerheimintie 10, Helsinki. The reception of the
persons who have registered for the meeting will begin at 3.00 p.m., from which
time coffee will also be served.

A. Matters on the agenda of the AGM

At the AGM, the following matters will be considered:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons to scrutinise the minutes and 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, report of the Board of Directors and
   auditors' report for the year 2012

   -Presentation of the review by the CEO

7. Adoption of the annual accounts

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

The distributable funds of the parent company totaled EUR 56.1 million on 31
December 2012. The Board of Directors proposes that a dividend of EUR 0.12 per
share be paid on the record date, 2 April 2013, with the exception of own
shares held by the Company on the dividend record date. The sum equivalent to
the proposed dividend calculated based on the number of shares in the company
on the date of the financial statement is EUR 4.355.663,76 in total. The Board
proposes that dividend shall be paid on 9 April 2013.

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

2. Resolution on the number of members of the Board of Directors

Shareholders of eQ Plc, who control over 50% of the outstanding shares, have
announced that they will make a proposal, that five members of the Board of
Directors be elected.

1. Election of the members of the Board of Directors

Shareholders of eQ Plc, who control over 50% of the outstanding shares, have
announced that they will make a proposal, that Christina Dahlblom, Georg
Ehrnrooth, Ole Johansson and Jussi Seppälä be re-elected and that Nicolas
Berner be elected as new member to the Board of Directors. The term of office
of the Board members ends at the close of the next Annual General Meeting.
Personal information of the proposed individuals is available on eQ's website,
www.eQ.fi.

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

Shareholders of eQ Plc, who control over 50% of the outstanding shares, have
announced that they will make a proposal, that the Chairman of the Board of
Directors receive 3,300 euros per month, and the members of the Board of
Directors receive 1,800 euros per month. In addition, travel and accommodation
expenses be reimbursed according to the effectual guidelines of eQ Plc.

1. Resolution on the remuneration of the auditor

The Board of Directors proposes that the auditor to be elected be paid
remuneration according to the auditor's invoice approved by the eQ Plc.

1. Election of auditor

The Board of Directors proposes that Authorised Public Accountants Ernst &Young
Oy be re-elected auditor of the company. The auditor with main responsibility,
named by Ernst & Young Oy, is Ulla Nykky, APA.

1. Authorising the Board of Directors to decide on the repurchase of the
   Company's own shares

The Board of Directors proposes that the AGM authorise the Board of Directors
to decide on the repurchase of no more than 1,000,000 Company's own shares,
which can be repurchased otherwise than in proportion to the shareholdings of
the shareholders with assets from the company's unrestricted equity. Shares
will be purchased at the market price in public trading on the NASDAQ OMX
Helsinki as per the time of purchase. The number of the repurchased shares
corresponds to approximately 2.76 per cent of all shares in the Company.

Own shares may be repurchased in order to develop the Company's capital
structure, to finance or carry out acquisitions or other business transactions,
or to use the shares as part of the Company's incentive schemes. The
repurchased shares may be held for reissue, canceled or transferred further.

The Board of Directors decides on all other matters related to the repurchase
of own shares.

The authorisation will cancel all previous authorisations to decide on the
repurchase of the Company's own shares and is effective until the next Annual
General Meeting.

1. Authorising the Board of Directors to decide on the issuance of shares as
   well as the issuance of special rights entitling to shares

The Board of Directors proposes that the AGM authorises the Board of Directors
to decide on a share issue or share issues and/or the issuance of special
rights entitling to shares referred to in Chapter 10 Section 1 of the Companies
Act, comprising a maximum total of 5,000,000 new shares. The amount of the
proposed authorisation corresponds to approximately 13.76 per cent of all
shares in the Company.

The authorisation is proposed to be used in order to finance or carry out
potential acquisitions or other business transactions, to strengthen the
balance sheet and the financial position of the Company, to fulfill Company's
incentive schemes or to any other purposes decided by the Board. It is proposed
that based on the authorization, the Board decides on all other matters related
to the issuance of shares and special rights entitling to shares referred to in
Chapter 10 Section 1 of the Companies Act, including the recipients of the
shares or the special rights entitling to shares and the amount of the
consideration to be paid. Therefore, based on the authorisation, shares or
special rights entitling to shares may also be issued directed i.e. in
deviation of the shareholders pre-emptive rights as described in the Companies
Act. A share issue may also be executed without payment in accordance with the
preconditions set out in the Companies Act.

The authorisation will cancel all previous authorisations to decide on the
issuance of shares as well as the issuance of special rights entitling to
shares and is effective until the next Annual General Meeting.

1. Closing of the meeting

B. Documents of the AGM

The above mentioned proposals of the Board of Directors and shareholders on the
agenda of the AGM, the annual accounts, report of the Board of Directors and
auditors' report of eQ Plc as well as this notice is available to shareholders
on eQ Plc's website at www.eQ.fi on 5 March 2013 at latest. eQ Plc's Annual
Report, containing the Company's annual accounts, the report of the Board of
Directors and the auditors' report, is available on said website on 5 March
2013 at latest. The proposals of the Board of Directors and shareholders for
resolutions and the documents on the annual accounts will also be available at
the AGM, and copies of them and of this notice will be sent to shareholders
upon request.

C. Instructions to the participants of the AGM

1. Right to participate and registration

A shareholder who has on 14 March 2013 been registered in the shareholders'
register of the Company held by Euroclear Finland Ltd has the right to
participate in the AGM. A shareholder whose shares are registered in his/her
personal book-entry account in Finland is registered in the shareholders'
register of the Company.

A shareholder who wishes to participate in the AGM shall register for the
meeting no later than on 21 March 2013 at 3 p.m., by which time the Company
shall have received the notice. Such notice can be given

• in writing to eQ Plc, AGM 26 March 2013, Mikonkatu 9, 4. krs, 00100 Helsinki,

• by telephone Mon. to Fri, 10.00 a.m. to 4.00 p.m. +358 9 6817 8737,

• by fax to +358 9 6817 8720, or

• by e-mail to yhtiokokous@eq.fi.

In connection with the registration, a shareholder shall notify his/her name,
personal ID number or business ID, address, telephone number, and the name of a
possible proxy representative and/or assistant. The personal details given by
the shareholder to the Company are only used in connection with the AGM and the
related necessary registrations.

Shareholder, his/her authorised representative or proxy representative shall at
request, be able to prove their identity and/or right to represent at the AGM.

1. Use of proxy representative and powers of attorney

A shareholder may participate in the AGM and exercise his/her rights at the
meeting by way of proxy representation. A shareholder and his/her proxy
representative may have an assistant at the AGM. A proxy representative shall
produce a dated proxy document or otherwise demonstrate his/her right to
represent the shareholder at the AGM in a reliable manner. If a shareholder
participates in the AGM through several proxy representatives, who represent
the shareholder with shares in different book-entry accounts, the shareholder
shall, in connection with registration, notify the shares on the basis of which
each proxy representative represents the shareholder. Any proxy documents
should be sent to eQ Plc to the above-mentioned registration address as e-mail
attachment (e.g. pdf), by fax or by mail before the last registration date.

1. Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the AGM
by virtue of such shares based on which he/she on the AGM record date 14 March
2013 would be entitled to be registered in the shareholders' register of the
Company held by Euroclear Finland Ltd. In addition, the right to participate in
the AGM requires 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 21 March 2013, at 10 am. As regards nominee registered
shares this shall constitute due registration for the AGM.

A holder of nominee registered shares is advised to request his/her custodian
bank well in advance for the necessary instructions regarding the temporary
registration in the shareholders' register of the Company, the issue of proxy
documents and registration for the AGM. The account management organisation of
the custodian bank will register a holder of nominee registered shares, who
wants to participate in the AGM, to be temporarily entered into the
shareholders' register of the Company at the latest by the time stated above.

1. Other instructions and information

Pursuant to chapter 5 section 25 of the Companies Act, a shareholder who is
present at the AGM has the right to ask questions on the matters to be
considered at the meeting.

On the date of this notice, the total number of eQ Plc's shares and votes is
36,297,198. The Company does not hold its own shares.

Helsinki, 14 February 2013

eQ Plc

BOARD OF DIRECTORS

Additional information: Janne Larma, CEO, tel. +358 40 500 4366

Distribution: NASDAQ OMX Helsinki, www.eQ.fi

eQ Group is a Finnish publicly listed group of companies that specialises in
asset management and corporate finance operations. eQ Asset Management offers a
wide range of asset management services (including private equity funds) for
both institutional investors and private individuals. The assets managed by the
Group total approximately EUR 6.3 billion. Advium Corporate Finance Ltd, which
is part of the Group, offers services related to mergers and acquisitions, real
estate transactions and equity capital markets.

More information about the Group is available on our website at www.eQ.fi.