Uponor Corporation Stock exchange release 10 Feb. 2009 13.05 EET The Board's proposals to the Annual General Meeting 2009 - The Board of Directors proposes that a dividend of EUR 0.85 per share be distributed for financial period 2008. The dividend will be paid on 31 March 2009. - The nomination committee appointed by the Board proposes that the present members be re-elected to the Board. - The Board of Directors propose that the Board be authorised to resolve on buying back no more than 3,500,000 of the company's own shares, amounting in total to 4.8 per cent of the total number of the shares. Registration for the AGM will start on 25 February 2009. A summons to the AGM, to be held on 18 March, will be published on the same date. All the proposals by the Board with details are listed below: - Resolution on the use of the profit shown on the balance sheet and the payment of dividend The Board of Directors proposes that a dividend of EUR 0.85 per share be distributed for financial period 2008. 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 23 March 2009. The dividend will be paid on 31 March 2009. - Resolution on the remuneration of the members of the Board of Directors The nomination committee appointed by the Board on 23 December 2008 proposes to the general meeting that the yearly remuneration to the members of the Board of Directors shall be: EUR 71,000 for the Chairman of the Board, EUR 49,000 for the Deputy Chairman of the Board and EUR 44,000 for other members of the Board. The nomination committee proposes that approximately 40 % of the remuneration shall be paid by acquiring Uponor Corporation's shares in public trading and the rest shall be paid in cash. The nomination committee proposes that travel expenses related to board meetings shall be paid according to the travel policy of the corporation. The nomination committee further proposes that a remuneration per meeting shall be paid to the members of the committees of the Board of Directors amounting to EUR 600 to Finnish residents, EUR 1,200 to persons residing elsewhere in Europe, and EUR 2,400 to non-European members. A group of shareholders representing approx. 36.9 per cent of Uponor shares and voting rights supports the proposal. - Resolution on the number of the members of the Board of Directors The nomination committee appointed by the Board proposes to the general meeting that the number of Board members shall be five. - Election of the members of the Board of Directors The nomination committee appointed by the Board proposes to the general meeting 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. 36.9 per cent of Uponor shares and voting rights supports the proposal. - Resolution on the remuneration of the auditor The Board of Directors proposes to the general meeting that the remuneration to the auditor to be elected shall be paid as per invoice. - Election of 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. KPMG Oy Ab has announced that, should they be elected, the new principal auditor will be Mr Lasse Holopainen, Authorised Public Accountant. - 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 NASDAQ OMX Helsinki Exchange 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. Further information from: Ms Reetta Härkki, General Counsel, Tel +358 20 129 2835 Tarmo Anttila Vice President, Communications Tel +358 20 129 2852 DISTRIBUTION NASDAQ OMX Helsinki Media www.uponor.com Uponor is a leading supplier of plumbing and heating systems for the residential and commercial building markets across Europe and North America and a market leader in municipal infrastructure pipe systems in the Nordic countries. Uponor's key applications include indoor climate and tap water systems. The Group employs ca 3,800 persons in 27 countries. In 2008, Uponor's net sales totalled 950 million euros. Uponor Corporation is listed on the NASDAQ OMX Helsinki Ltd., Finland. http://www.uponor.com