NOTICE FOR QPR SOFTWARE PLC?S ANNUAL SHAREHOLDERS? MEETING QPR SOFTWARE PLC STOCK EXCHANGE BULLETIN FEBRUARY 15, 2006 AT 3.00 PM NOTICE FOR QPR SOFTWARE PLC?S ANNUAL SHAREHOLDERS? MEETING Notice is hereby given to the shareholders of QPR Software Plc that the Annual Shareholders? Meeting will be held on Wednesday March 15, 2006 starting at 9:00 a.m. at company?s headquarters S?rn?isten rantatie 27 A, 00500 Helsinki, Finland. The following matters will be addressed at the meeting: 1. Matters to be submitted to the Annual Shareholders? Meeting pursuant to Article 11 of the Articles of Association 2. Authorisation of the Board of Directors to decide on the increase of share capital The Board of Directors proposes that the Shareholders? Meeting shall, by revoking the previous unused authorisations to increase the share capital, authorise the Board of Directors to decide, until March 15, 2007 on the increase of share capital through one or more new issues and/or on one or more convertible bonds and/or granting option rights in one or more instalments. The Board of Directors? proposal for the maximum amount of authorisation is EUR 266,944. Regarding a new issue the Board of Directors would be granted authorisation to decide that shares may be subscribed against property given as a subscription in kind, by using the right to set-off or otherwise according to certain terms. As proposed by the Board of Directors, the increase in share capital by means of a new issue would be carried out according to the Board?s decision, at the price set by the Board and on the Board?s other terms. The Board would be authorised to deviate from the pre- emptive subscription rights of shareholders when increasing share capital by means of a new issue, convertible bonds and/or granting option rights provided that there exists an important financial reason from the company?s point of view. Distribution of profits The Board of Directors proposes to the Annual Shareholders? Meeting that a dividend of EUR 0.02 per share be paid for the fiscal year ended on December 31, 2005. The dividend will be paid to shareholders who on the record date, on March 20, 2006, have been entered in the company?s Shareholders? Register, which is kept by Finnish Central Securities Depository Ltd. The Board of Directors proposes to the Annual Shareholders? Meeting that the dividend be paid on March 27, 2006. Documents Copies of the company?s financial statements and the proposals of the Board of Directors and attachments thereto will be available for shareholders inspection as from March 8, 2006 at the company?s headquarters at S?rn?isten rantatie 27 A, 00500 Helsinki, and copies of them will be sent to the shareholders upon request. Participation and Registration The right to take part in the Annual Shareholders? Meeting is held by shareholders who have been registered in the shareholders? register of the company as maintained by the Finnish Central Securities Depository on March 3, 2006 at the latest. Shareholders who wish to take part in the Annual Shareholders? Meeting shall inform the company of their participation on March 13, 2006, 4.00 p.m. at the latest either in writing to QPR Software Plc, S?rn?isten rantatie 27 A, 00500 Helsinki, by phone to +358 (0)9 4785 4224, by facsimile +358 (0)9 4785 4222 or by email to sanna.pokka@qpr.com. Written registration letters or messages must arrive before the registration period expires. Possible powers of attorney are requested to be delivered to the above address at the time of registration. In Helsinki February 15, 2006 QPR SOFTWARE PLC Board of Directors APPENDIX THE PROPOSALS OF THE BOARD OF DIRECTORS OF QPR SOFTWARE PLC The Board of Directors of QPR Software Plc (the ?Company?) proposes that the Annual Shareholders? Meeting of the Company to be held on March 15, 2006 shall decide on the following matters. The Company has one (1) share class and each share is attached with one (1) vote in the meetings of shareholders. The book- counter value of the Company?s shares is EUR 0.11. I. The authorisation for the Board of Directors to increase share capital The Board of Directors proposes that the Shareholders? Meeting of the Company to be held on March 15, 2006 shall, by revoking the previous unused authorisations to increase the share capital, authorise the Board of Directors to decide on the increase of the share capital through a new issue, granting option rights and/or taking out convertible loans under the following terms: - authorisation is valid for one (1) year starting from the decision in which the Board of Directors shall be authorised to decide on the increase of the share capital i.e. until March 15, 2007; - according to the authorisation the share capital may be increased by means of one or more new issues in a way that the maximum amount of the increase of share capital shall be EUR 266,944; - the Board of Directors is authorised to deviate from the shareholders? pre-emptive subscription right provided that there exists an important financial reason from the perspective of the Company, such as using shares, convertible loans and/or option rights in a corporate acquisitions or other corporate arrangements, with broadening the scope of shareholders, creating incentives and/or binding objectives for the Company?s personnel or developing the business activities as well as arrangements relating to the Company?s capital maintenance; - the Board of Directors is authorised to decide on the subscription price, those who are entitled to subscribe new shares and other terms; and - when increasing the share capital by means of a new issue other than related to the option rights the Board of Directors is entitled to decide on that the shares may be subscribed against property given as a subscription in kind or otherwise under certain terms and conditions or by using the right to set-off. II. Distribution of profits The Board of Directors proposes to the Annual Shareholders? Meeting that a dividend of EUR 0.02 per share be paid for the fiscal year ended on December 31, 2005. In Helsinki February 15, 2006 QPR SOFTWARE PLC Board of Directors Additional information Matti Kanninen CEO QPR Software Plc. Tel. +358-(0)9-478 5411 email: matti.kanninen@qpr.com www.qpr.com DISTRIBUTION: Helsinki Stock Exchange, Main Media Neither this press release nor any copy of it may be taken, transmitted into or distributed in the United States of America or its territories or possessions.