FIT Biotech Oy: Notice to the extraordinary General Meting – FIT Biotech

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FIT Biotech Oy: Notice to the extraordinary General Meting

NOTICE TO THE EXTRAORDINARY GENERAL MEETING

Shareholders of FIT Biotech Ltd are invited to attend the Extraordinary General Meeting of FIT Biotech on January 26, 2017, commencing at 12:00 am at the Sitra (Conference room Edison), at the address of Itämerenkatu 10-11, Helsinki. The reception of persons who have registered for the meeting will commence at 11:45 am.

A. Matters on the agenda of the Extraordinary General Meeting of Shareholders

At the Extraordinary General Meeting of Shareholders, 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.  Addition to the Board of the Directors

Board of FIT Biotech Ltd has proposed, that the number of members to FIT Biotech Ltd's Board of Directors be raised to six (6) and that the new member of the Board be lawyer Eero Rautalahti.

7 Closing of the meeting

B. Documents of the Extraordinary General Meeting of Shareholders

The proposals relating to the agenda of the Extraordinary General Meeting of Shareholders as well as this notice are available on FIT Biotech's website at www.fitbiotech.com. The proposals for the resolutions on the matters on the agenda of the Extraordinary General Meeting of Shareholders are also available at the Meeting. Copies of these documents and of this notice will be sent to shareholders upon request. The minutes of the meeting will be available on the abovementioned website as from February 2, 2017 at the latest.

C. Instructions for the participants in the Extraordinary General Meeting of Shareholders

1. Shareholders registered in the shareholders' register

Each shareholder, who is registered on January 16, 2017 in the shareholders' register of FIT Biotech Ltd held by Euroclear Finland Ltd, has the right to participate in the Extraordinary General Meeting of Shareholders. A shareholder, whose shares are registered on his/her personal book-entry account, is registered in the shareholders' register of FIT Biotech Ltd.

A shareholder, who wants to participate in the Extraordinary General Meeting of Shareholders, shall register for the meeting no later than January 16, 2017 at 10.00 am by giving a prior notice of participation at FIT Biotech Ltd's website http://www.fitbiotech.fi/sijoittajille/yhtiokokoukset/ilmoittautuminen-yhtiokokoukseen or by mail to address FIT Biotech Ltd/ Liisa Laitinen, Biokatu 8, 33520 Tampere. When giving a prior notice by mail that should arrive before abovementioned deadline.

In connection with the registration, a shareholder shall notify his/her name, personal identification number or business ID, address, telephone number and the name of a possible assistant or proxy representative. The personal data given to FIT Biotech Ltd is used only in connection with the Extraordinary General Meeting of Shareholders and with the processing of related registrations.

The shareholder, his/her authorized representative or proxy representative will, where necessary, need to be able to prove his/her identity and/or right of representation.

2. Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the Extraordinary General Meeting by virtue of such shares, based on which he/she on the record date of the Extraordinary General Meeting, i.e. on January 16, 2017, would be entitled to be registered in the shareholders' register of FIT Biotech Ltd held by Euroclear Finland Ltd. The right to participate in the Extraordinary General Meeting requires, in addition, 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 January 16, 2017 at 10.00 am. As regards nominee registered shares this constitutes due registration for the Extraordinary General Meeting.

A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the shareholders' register of FIT Biotech Ltd, the issuing of proxy documents and registration for the Extraordinary General Meeting of Shareholders from his/her 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 FIT Biotech Ltd at the latest by the time stated above.

3. Proxy representative and powers of attorney

A shareholder may participate in the Extraordinary General Meeting of Shareholders and exercise his/her rights at the Meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the Extraordinary General Meeting of Shareholders.

When a shareholder participates in the Extraordinary General Meeting of Shareholders 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 of Shareholders.

Possible proxy documents are requested to be delivered by mail to FIT Biotech Ltd/ Liisa Laitinen, Biokatu 8, 33520 Tampere Helsinki, Finland or via email to liisa.laitinen@fitbiotech.com  at the latest by January 16, 2017 at 10.00 am. When giving a proxy document by mail that should arrive before abovementioned deadline.

4. Other instructions and information

Pursuant to chapter 5, section 25 of the 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 considered at the Meeting. The meeting will be conducted in Finnish language.

On the date of this notice January 5, 2017 the total number of shares in FIT Biotech Ltd is 43,477,539 shares constituted of 43,407,075 class K shares, 5,229 class A shares and 65,235 class D shares. Based on articles of association each share class entitles its holder to one vote to be used at the Extraordinary General Meeting.

Helsinki, January 5, 2017

FIT Biotech Ltd

The Board of Directors

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