Uponor Oyj — AGM Information 2008

Feb 18, 2008

Disclosure 255459

Uponor - Notice to general meeting

Notice of Annual General Meeting of Uponor Corporation

Notice of Annual General Meeting of Uponor Corporation The shareholders of Uponor Corporation are hereby summoned to the Annual General Meeting to be held on Thursday, 13 March 2008 at 5.00 p.m. at Restaurant Pörssi, Fabianinkatu 14, Helsinki, Finland. The registration of the attending shareholders will begin at 4.00 p.m. Coffee will be served after the meeting. The matters belonging to the annual general meeting of shareholders according to law and Article 10 of the Articles of Association shall be addressed at this meeting. In addition, the following Board of Directors' proposals will be discussed at the meeting: 1. Distribution of profits The Board of Directors proposes that a dividend of EUR 1.40 per share be distributed for financial period 2007. The dividend will be paid to a shareholder registered as a shareholder in the shareholder register maintained by Finnish Central Securities Depository Ltd on the record date 18 March 2008. The dividend will be paid on 27 March 2008. 2. Authorisation to the Board of Directors to buy back the company's own shares The Board of Directors proposes that the Board be authorised to resolve within one (1) year from the date of the meeting to buy back the company's own shares using distributable earnings from unrestricted equity. The Board of Directors is authorised to resolve on buying back no more than 3,500,000 of the company's own shares amounting in total to approximately 4.8 per cent of the total number of the shares of the corporation. Shares will be bought back, upon the decision of the Board, otherwise than in proportion to the existing shareholdings of the corporation's shareholders, in public trading on the OMX Nordic Exchange in Helsinki at the market price quoted at the time of the buyback, as provided by the regulations on public trading of shares. The corporation will buy back its own shares to use them as consideration in connection with any company acquisitions and other industrial restructuring, to develop the capital structure of the corporation, finance investments, to dispose of the shares in some other way or cancel them. The share buyback will reduce the corporation's unrestricted equity. 3. Proposal for the auditor The Board of Directors proposes that KPMG Oy Ab, a corporation of authorised public accountants accredited by the Central Chamber of Commerce of Finland, be re-elected as the auditor of the corporation. 4. Remuneration of the members of the Board of Directors An ad hoc nomination committee appointed by the Board from among its members on 4 December 2007 proposes to the general meeting that the yearly remuneration for the members of the Board of Directors shall be EUR 71.000 for the Chairman of the Board, EUR 49.000 for the Vice Chairman of the Board and EUR 44.000 for other members of the Board. A group of shareholders representing approx. 37.6 per cent of Uponor shares and voting rights supports the proposal. 5. Members of the Board of Directors An ad hoc nomination committee appointed by the Board from among its members on 4 December 2007 proposes to the general meeting that the number of Board members shall be five and that the present members Mr Jorma Eloranta, Mr Jari Paasikivi, Mr Aimo Rajahalme, Ms Anne-Christine Silfverstolpe Nordin and Mr Rainer S. Simon be re-elected to the Board. A group of shareholders representing approx. 37.6 per cent of Uponor shares and voting rights supports the proposal. Financial Statements and the Annual Report The Financial Statements and the Board of Directors' proposals with appendices will be available for shareholders' inspection at the Corporate Head Office, Robert Huberin tie 3 B, Vantaa, Finland, from Tuesday, 4 March 2008. Any copies of these documents will be sent to a shareholder upon request. The Financial Statements and the Board of Directors' proposals are also available on the corporation's website at www.uponor.com. The Annual Report 2007 will be sent before the meeting to shareholders, whose address is known to the corporation. No separate invitation to the Annual General Meeting will be sent. Right to attend the meeting A shareholder is entitled to attend the general meeting and exercise his/her right to vote if (s)he will have 1. Been registered as the corporation's shareholder in the shareholder register, maintained by Finnish Central Securities Depository Ltd, on Monday, 3 March 2008 and 2. Notified the corporation of his/her attendance by 4.00 p.m. on Thursday, 6 March 2008. A shareholder whose shares have not been registered in his/her personal book-entry securities account (a nominee registered shareholder) can be temporarily entered in the shareholder register on 3 March 2008 if (s)he wishes to attend the meeting. In this case, (s)he should contact his/her account manager well before said date. Registration A shareholder can notify the corporation of his/her attendance - via our website at www.uponor.com or - by fax +358 20 129 2851 or - by telephone +358 20 129 2837/ Ms Marjo Kuukka or - by mail addressed to Uponor Corporation, Legal Services, P.O. Box 37, FI-01511 Vantaa, Finland. The deadline for registrations is Thursday, 6 March 2008, 4.00 p.m. Proxies, if any, should also be submitted by this deadline. Vantaa 7 February 2008 Uponor Corporation Board of Directors