Kesko Oyj - Company Announcement

Kesko Board's proposals to the Annual General Meeting

KESKO CORPORATION STOCK EXCHANGE RELEASE 02.02.2012 AT 09.15 1(2)

Kesko Corporation's Board has decided to propose to the Annual General Meeting
to be convened for 16 April 2012 that the dividend payable for the year 2011 be
€1.20 per share and that the Board be authorised to issue 20,000,000 new B
shares. The Board's Audit Committee proposes that the firm of auditors
PricewaterhouseCoopers Oy, Authorised Public Accountants, be elected as the
auditor of the company.

Kesko Corporation's shareholders will be invited to the Annual General Meeting
to be held in the Helsinki Fair Centre's congress wing, Messuaukio 1 (congress
wing entrance), Helsinki, on Monday, 16 April 2012, starting at 13.00. In
addition to the business specified for the Annual General Meeting in Article 10
of the Articles of Association, the following proposals of the Board and its
Audit Committee will be handled by the Meeting:

Distributions of profits

The Board proposes that a dividend of €1.20 per share be paid for the year 2011
on the basis of the adopted balance sheet. The dividend would be paid to
shareholders registered in the company's register of shareholders kept by
Euroclear Finland Ltd on the record date for the payment of dividend, 19 April
2012. No dividend is paid on own shares held by the company at the record date
for the payment of dividend. The Board of Directors proposes that the dividend
pay date be 26 April 2012.

Auditor, auditor's fee and basis for reimbursement of expenses

The Board's Audit Committee proposes that the firm of auditors
PricewaterhouseCoopers Oy, Authorised Public Accountants, who have announced
Johan Kronberg, APA, to be their auditor with principal responsibility, be
elected as the company's auditor. The Board's Audit Committee proposes that the
auditor's fee and expenses be reimbursed according to invoice approved by the
company.

Share issue authorisation

The Board proposes that it be authorised to decide on the issuance of a total
maximum of 20,000,000 new B shares. The shares could be issued against payment
for subscription by shareholders in a directed issue in proportion to their
existing shareholdings regardless of whether they consist of A or B shares, or,
deviating from the shareholder's pre-emptive right, in a directed issue, if
there is a weighty financial reason for the company, such as using the shares to
develop the company's capital structure, and financing possible acquisitions,
investments or other arrangements within the scope of the company's business
operations. The amount paid for the shares would be recognised in the reserve of
invested non-restricted equity.

The Board's authorisation also includes the authority to decide on the share
subscription price, the right to issue shares against non-cash consideration and
the right to make decisions on other matters concerning share issuances. The
authorisation would be valid until 30 June 2015 and would not cancel the Board's
authorisation by the Annual General Meeting of 4 April 2011 to issue a total
maximum of 1,000,000 own B shares held by the company valid until 30 June 2014.
The Board's authorisation by the Annual General Meeting of 30 March 2009 to
issue a total maximum of 20,000,000 new B shares will expire on 30 March 2012.
The Board has not used the expiring authorisation.


Donations for charitable purposes

The Board proposes that the General Meeting resolve to authorise the Board to
decide on the donations in a total maximum of €300.000 for charitable or
corresponding purposes until the Annual General Meeting to be held in 2013, and
to authorise the Board to decide on the donation recipients, purposes of use and
other terms of the donations.

Available documents

The proposals of the Board and its Audit Committee are available on the
company's website at www.kesko.fi/Investors. Financial statements documents will
be made available for shareholders on the company's website on week 12. Copies
of the documents will be sent to shareholders on request. They will also be
available at the General Meeting.

Notice of the General Meeting

The notice of the General Meeting will be published separately at a later date
in Helsingin Sanomat and Kauppalehti, and as a stock exchange release.

Further information is available from Vice President, General Counsel Anne
Leppälä-Nilsson, tel. +358 1053 22347.


Kesko Corporation



Merja Haverinen
Senior Vice President, Corporate Communications and Responsibility


DISTRIBUTION
NASDAQ OMX Helsinki
Main news media
www.kesko.fi


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