Cleantech Invest Oyj: Korjaus yhtiökokouskutsua koskevan yhtiötiedotteen englanninkieliseen versioon


Cleantech Invest Oyj:n 11.2.2016 julkaistun ylimääräisen yhtiökokouksen
yhtiökokouskutsua koskevan yhtiötiedotteen englanninkielisen version
ensimmäisessä kappaleessa oli ilmaistu virheellisesti yhtiökokouksen
alkamisajankohta sekä ilmoittautuneiden vastaanottamisen ja äänestyslippujen
jakamisen alkamisaika. Kappaleen oikea sanamuoto on seuraava: ”Notice is given
to the shareholders of Cleantech Invest Plc to the Extraordinary General Meeting
to be held on Wednesday, 9 March 2016 at 10.00 a.m. (EET) at Sokos Hotel Pasila,
Maistraatinpolku 3, 00240 Helsinki, Finland. The reception of persons who have
registered for the meeting and the distribution of voting tickets will commence
at 9.30 a.m. (EET).”

Yhtiötiedotteen suomenkielisessä versiossa tiedot ovat oikein.

Yhtiötiedotteen englanninkielinen versio on korjattuna kokonaisuudessaan
seuraava:

Notice to the Extraordinary General Meeting

Notice is given to the shareholders of Cleantech Invest Plc to the Extraordinary
General Meeting to be held on Wednesday, 9 March 2016 at 10.00 a.m. (EET) at
Sokos Hotel Pasila, Maistraatinpolku 3, 00240 Helsinki, Finland. The reception
of persons who have registered for the meeting and the distribution of voting
tickets will commence at 9.30 a.m. (EET).

A. Matters on the agenda of the General Meeting

At the 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 contemplated secondary listing on First North Sweden

7. Authorizing the Board of Directors to decide on issuance of shares

The Board of Directors proposes that the Extraordinary General Meeting
authorizes the Board of Directors to decide, in one or more transactions, on the
issuance of class A shares as follows:

The number of class A shares to be issued based on the authorization may in
total amount to a maximum of 7,900,000 shares.

The Board of Directors decides on all the terms and conditions of the issuances
of shares. The authorization concerns both the issuance of new shares as well as
transfer of treasury shares. The issuance of shares may be carried out in
deviation from the shareholders’ pre-emptive rights (directed issue), if there
is a weighty financial reason for the company, including but not limited to
using the shares as consideration in future acquisitions or other business
arrangements or financing investments.

The authorization cancels the authorization granted by the Annual General
Meeting on 20 April 2015 to decide on the issuance of shares.

The authorization is valid until 30 June 2017.

8. Authorizing the Board of Directors to decide on issuance of options

The Board of Directors proposes that the Extraordinary General Meeting
authorizes the Board of Directors to decide, in one or more transactions, on the
issuance of options as follows:

The number of new class A shares that can be subscribed to based on the options
that can be issued on basis of the authorization may in total amount to a
maximum of 1,000,000 shares.

The options may be issued to the key personnel, including potentially members of
the Board of Directors of the Company, or advisors as part of the company's
incentive scheme to be established by the Board of Directors. The options shall
be divided into three equal-size tranches A, B and C:

-       Tranche A: Share subscription period shall be 1 July 2016 – 31 December
2025 and the original subscription price EUR 1.00. However, the share
subscription period for tranche A shall not begin prior to the trade volume
weighted average quotation of the company’s class A share on First North Finland
has been not less than EUR 1.75 during four (4) consecutive weeks.

-       Tranche B: Share subscription period shall be 1 July 2017 – 31 December
2025 and the original subscription price EUR 1.00. However, the share
subscription period for tranche B shall not begin prior to the trade volume
weighted average quotation of the company’s class A share on First North Finland
has been not less than EUR 2.25 during four (4) consecutive weeks.

-       Tranche C: Share subscription period shall be 1 July 2018 – 31 December
2025 and the original subscription price EUR 1.00. However, the share
subscription period for tranche C shall not begin prior to the trade volume
weighted average quotation of the company’s class A share on First North Finland
has been not less than EUR 3.00 during four (4) consecutive weeks.

The original share subscription price for the options is determined based on the
trade volume weighted average quotation of the company’s class A share on First
North Finland during 3 December 2015 – 9 February 2016 with a discount of 10 per
cent.

The Board of Directors resolves the persons receiving the options and all other
terms and conditions of the options. However, the General Meeting resolves on
granting of options to members of the Board of Directors should the options be
remuneration for membership in the Board of Directors. For the avoidance of
doubt, the Board of Directors may resolve on granting of options to members of
the Board of Directors who are also working for the company in operative role,
if the options are granted based on their operative role in the company.

The Board of Directors shall not issue options based on the authorization to
persons who are directly or indirectly major shareholders of Cleantech Invest
Plc. until majority of the members of the Board of Directors are independent of
Cleantech Invest Plc. and its major shareholders.

The authorization cancels the authorization granted by the Annual General
Meeting on 20 April 2015 to decide on the issuance of options and other special
rights entitling to shares.

The authorization is valid until 30 June 2017.

9. Closing of the meeting

B. Documents of the General Meeting

The above-mentioned proposals relating to the agenda of the Extraordinary
General Meeting, this notice as well as documents referred to in Chapter 5,
Section 21 of the Finnish Companies Act, will be available on Cleantech Invest
Plc’s website at www.cleantechinvest.com/EGM. Said documents will also be
available at the meeting venue. Copies of said documents will be sent to
shareholders upon request. Minutes of the meeting are available on the above
mentioned website no later than 23 March 2016 onwards.

C. Instructions for the participants

1. Shareholder registered in the shareholders register

Each shareholder who is registered on Friday, 26 February 2016 in the
shareholders’ register of the company held by Euroclear Finland Ltd., has the
right to participate in the Extraordinary General Meeting. A shareholder, whose
shares are registered on his/her/its personal Finnish book-entry account, is
registered in the shareholders’ register of the company.

A shareholder, who wants to participate in the Extraordinary General Meeting,
shall register for the meeting no later than 4 March 2016 at 16.00 p.m., by
which time the registration shall be received. The registration may take place
at Cleantech Invest Plc's website and opens on Tuesday 16th of February, 2016 at
9.00 a.m.:

www.cleantechinvest.com/EGM

In connection with the registration a shareholder shall notify his/her/its name,
personal identification number, address, telephone number email address and the
name of a possible assistant or proxy representative and the personal
identification number of a proxy representative. The personal data given to
Cleantech Invest Plc. is used only in connection with the Extraordinary General
Meeting and the processing of related necessary registrations. Shareholder,
his/her/its representative or proxy representative shall, when necessary, be
able to prove his/her/its identity and/or right of representation.

2. Nominee-registered shares

A holder of nominee registered shares has the right to participate in the
Extraordinary General Meeting by virtue of shares based on which he/she/it on
the record date of the meeting, i.e. on 26 February 2016, would be entitled to
be registered in the shareholders’ register of the company held by Euroclear
Finland Ltd. The right to participate in the Extraordinary General Meeting
requires, in addition, that the shareholder has on the basis of such shares been
registered into the temporary shareholders’ register of the company held by
Euroclear Finland Ltd. at the latest on 4 March 2016 by 10.00 a.m. (EET). As
regards nominee registered shares this constitutes due registration for the
Extraordinary General Meeting.

A holder of nominee registered shares is advised without delay to request
necessary instructions regarding the registration in the temporary shareholder’s
register of the company, the issuing of proxy documents and registration for the
Extraordinary General Meeting from his/her/its custodian bank. The account
management organization of the custodian bank has to register a holder of
nominee registered shares, who wants to participate in the Extraordinary General
Meeting, into the temporary shareholders’ register of the company at the latest
on the date and time mentioned above.

3. Proxy representative and powers of attorney

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

A proxy representative shall produce a dated proxy document or otherwise provide
reliable evidence of the right to represent the shareholder. The authorization
applies to one meeting, unless otherwise stated. When a shareholder participates
in the Extraordinary 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 Extraordinary General
Meeting.

Possible proxy documents should be delivered to in originals to Cleantech Invest
Plc, Extraordinary General Meeting, Malminrinne 1 B, 00180 Helsinki, Finland
before the end of the registration period.

4. Other instructions and information

Pursuant to Chapter 5 Section 25 of the Finnish Companies Act, a shareholder who
is present at the Extraordinary General Meeting has the right to request
information with respect to the matters to be handled at the meeting.

On the date of the notice to the Extraordinary General Meeting, 11 February
2016, the total number of shares in Cleantech Invest Plc. is 19,343,707, of
which 13,893,707 are class A shares and 5,450,000 class K shares. Each class K
share carries 20 votes and each class A share one vote at General Meetings. The
shares have a total of 122,893,707 votes.

In Helsinki, 11 February 2016

CLEANTECH INVEST PLC

Board of Directors

Cleantech Invest Oyj
Lisätietoja:

Alexander Lidgren, Toimitusjohtaja, Cleantech Invest Oyj. Puh: 46 73 660 1007,
alexander.lidgren@cleantechinvest.com

Access Partners Oy, Hyväksytty neuvonantaja. Puh: 358 9 682 9500
Cleantech Invest lyhyesti:

Cleantech Invest keskittyy puhtaaseen energiaan ja luonnonvarojen tehokkaaseen
käyttöön. Yhtiöllä on hajautettu kokonaisuus vähemmistöomistuksia
osakkuusyhtiöissä  ja se etsii aktiivisesti uusia pääomakeveitä, skaalautuvia
kohdeyrityksiä cleantech-toimialalta. Cleantech Invest sijoittaa alan
lupaavimpiin aikaisen vaiheen kasvuyhtiöihin Suomessa, Ruotsissa ja muissa
Itämeren maissa. Yhtiön johto on cleantech-sijoittamisen kansainvälisiä
pioneereja. Cleantech Invest on myös työ- ja elinkeinoministeriön päätöksellä
perustetun Vigo-ohjelman yrityskiihdyttämö.

Yhtiön A-sarjan osake on listattu Nasdaq First North Finland markkinapaikalla
tikkerikoodilla CLEAN.

www.cleantechinvest.com