The redemption price of shares shall be the higher of the following:
a) The average weighted price of the trading prices of the share for the ten (10) trading days on the Helsinki Stock Exchange preceding the day when the company received notification from the shareholder subject to a redemption obligation of meeting or exceeding the limit for shareholdings or votes as meant above or, in the absence or non-delivery of such notification, the day on which the company otherwise becomes aware of it,
b) The average weighted price for that number of shares which the shareholder subject to a redemption obligation paid to acquire or otherwise receive the shares during the twelve (12) months preceding the day referred to in paragraph a) above.
If the acquisition on which the average price is calculated, is denominated in a non-euro currency, its equivalent in euro shall be calculated at the Euro exchange rates published by the European Central Bank seven (7) days prior to the day on which the Board of Directors notifies shareholders of the opportunity to redeem shares.
The above provisions for determining the redemption price of shares shall also apply to other securities that become redeemable.
A shareholder subject to a redemption obligation shall within seven (7) days from when the redemption obligation arose notify the company's Board of Directors of it in writing at the company's address. The notification shall contain information about the amount of shares, and also the amounts and prices of each type of shares acquired or otherwise received by that shareholder during the preceding twelve (12) months. The notification shall include an address at which the shareholder subject to a redemption obligation can be contacted.
The Board of Directors shall provide shareholders with information about the existence of a redemption obligation within 45 days of receiving the said notification or, in the absence or non-delivery of such notification, the day on which the company otherwise becomes aware of the redemption obligation. The notification shall contain information on the date when the redemption obligation came into existence and the basis for determining the redemption price, insofar as the Board of Directors is aware of these facts, and also the final date by which a claim for redemption must be made. The notification to shareholders shall be issued in the same manner as stipulated for an invitation to a General Meeting in Article 8 of these Articles of Association.
A shareholder with redemption rights shall claim redemption in writing within 30 days of the Board of Directors' notification of a redemption obligation. A claim for redemption, which is submitted to the company, shall indicate the amounts of the shares and other securities, which the claim concerns. A shareholder claiming redemption shall at the same time submit to the company any share certificates, or other documents conferring entitlement to shares, for surrender to the shareholder subject to a redemption obligation against payment of the redemption price.
If a claim is not presented within the time limit in the manner stipulated above, the shareholder shall forfeit his/her right to claim redemption in that particular case. A shareholder with a redemption right is entitled to cancel his/her claim until the shares have actually been redeemed.
The Board of Directors shall provide a shareholder subject to a redemption obligation with information about the redemption claims presented upon expiry of the time limit reserved for shareholders with redemption rights. A shareholder subject to a redemption obligation shall pay the redemption price in the manner stipulated by the company within 14 days of receiving information about the redemption claims against surrender of the shares or the securities conferring entitlement to them or, if the redeemable shares are registered in the proper book-entry accounts of the shareholders, against a receipt issued by the company. In this case, the company shall ensure that the person redeeming the shares is registered as the owner of the redeemed shares in the book-entry account without delay.
A redemption price that has not been paid within the time limit is calculated with annual penal interest of 16 percent from the last day when the redemption should have been paid.
If a shareholder subject to a redemption obligation has also neglected to comply with the above provisions concerning the obligation to provide notification, penal interest shall be calculated from the last day when the obligation to provide notification should have been met.
If a shareholder subject to a redemption obligation neglects to comply with the provisions in this Article, the shares owned by that shareholder, and those shares that are included in the manner referred to in this Article in calculating the proportional holding establishing a redemption obligation, can only be used to vote at the company's General Meeting to the extent that the number of votes attached to the shares is less than one-third (1/3) or, correspondingly, less than 50 per cent of the combined total of votes attached to all the company's shares.
The redemption obligation referred to in this Article is not applicable to a shareholder, who can prove, that the limit for shareholdings or votes that renders a redemption obligation has been reached or exceeded prior to or simultaneously to this provision being registered in the Trade Register.
Any disputes about the above redemption obligation, the right to claim redemption under it, and the amount of the redemption price shall be resolved by arbitration in compliance with the provisions of the Arbitration Proceedings Act (967/92). Finnish law applies to the arbitration procedure.