Talvivaaran Kaivososakeyhtiö Oyj - Company Announcement

Talvivaara - Resolution of Extraordinary General Meeting

Stock Exchange Release

Talvivaara Mining Company Plc

27 January 2011



                     (LSE: TALV ; Nasdaq OMX Helsinki: TLV)

THIS  ANNOUNCEMENT AND THE INFORMATION CONTAINED  HEREIN IS NOT FOR PUBLICATION,
DISTRIBUTION  OR RELEASE IN, OR INTO,  DIRECTLY OR INDIRECTLY, THE UNITED STATES
OF  AMERICA (INCLUDING ITS  TERRITORIES AND POSSESSIONS),  CANADA, SOUTH AFRICA,
AUSTRALIA OR JAPAN OR TO ANY OTHER JURISDICTION WHERE SUCH AN ANNOUNCEMENT WOULD
BE UNLAWFUL

                  Resolution of Extraordinary General Meeting

An   Extraordinary  General  Meeting  of  Talvivaara  Mining  Company  Plc  (the"Company")  has on 27 January 2011 resolved to approve the proposal of the Board
of  Directors for  the issue  of special  rights in  relation to EUR 225 million
senior  unsecured convertible bonds due 2015 (the  "Bonds") which were issued on
16 December 2010.

The  special  rights  will  be  granted,  for  no  consideration, to the initial
subscribers  of the Bonds and/or to any  subsequent purchasers of the Bonds. The
special  rights will be attached  to the Bonds and  cannot be separated from the
Bonds.

Assuming  no adjustments to the conversion price  of the Bonds and following the
issue  of the special rights, the Bonds may be converted to up to 26,967,028 new
ordinary  shares of  the Company  (the "Ordinary  Shares") based  on the initial
conversion  price of  GBP 7.0043 (EUR  8.3435) per Ordinary  Share, representing
approximately  11 per  cent.  of  the  currently issued and outstanding Ordinary
Shares.  The right to convert the Bonds into Ordinary Shares commences after the
Company  has notified the holders  of the Bonds of  the resolution regarding the
issue  of special rights  passed today at  the Extraordinary General Meeting and
ends  on 10 December 2015, in each case, as  set out in the terms and conditions
of the Bonds.

The cash settlement right of the holders of the Bonds will expire upon the Bonds
becoming  convertible into Ordinary Shares. Pursuant to the terms and conditions
of  the Bonds, the conversion price will be adjusted for any cash dividends paid
during the conversion period of the Bonds. In addition, the terms and conditions
of  the Bonds provide for customary  anti-dilution adjustments of the conversion
price  in the event of share  consolidations, share splits, share distributions,
cash distributions, spin-off events, rights issues and reorganizations.

The  terms and conditions of  the Bonds, which formed  a part of the proposal of
the  Board  of  Directors,  are  available  at  the  website  of  the Company at
www.talvivaara.com.


ENQUIRIES
Talvivaara Mining Company Plc              Tel: +358 20 7129 800
Pekka Perä
Saila Miettinen-Lähde


Talvivaara Mining Company Plc
Talvivaara Mining Company is an internationally significant base metals producer
with its primary focus on nickel and zinc using a technology known as
bioheapleaching to extract metals out of ore. Bioheapleaching makes extraction
of metals from low grade ore economically viable. The Talvivaara deposits
comprise one of the largest known sulphide nickel resources in Europe. The ore
body is sufficient to support anticipated production for at least 46 years.
Talvivaara has secured a 10-year off-take agreement for 100 per cent of its main
output of nickel and cobalt to Norilsk Nickel and entered into a long-term zinc
streaming agreement with Nyrstar NV. Talvivaara is listed on the London Stock
Exchange Main Market and NASDAQ OMX Helsinki and is included in the FTSE 250
Index. Further information can be found atwww.talvivaara.com.

This   announcement   is  not  for  publication  or  distribution,  directly  or
indirectly,  in or into the United  States of America (including its territories
and  possessions),  Canada,  South  Africa,  Australia  or Japan or to any other
jurisdiction  where such an announcement would  be unlawful. The distribution of
this  announcement may be restricted by law in certain jurisdictions and persons
into whose possession any document or other information referred to herein comes
should  inform themselves about and observe any such restriction. Any failure to
comply with these restrictions may constitute a violation of the securities laws
of any such jurisdiction.

This   announcement  does  not  contain  or  constitute  an  offer  of,  or  the
solicitation  of an  offer to  buy, Bonds  to any  person in  the United States,
Australia,  Canada,  South  Africa  or  Japan  or in any jurisdiction. The Bonds
referred  to  herein  may  not  be  offered  or sold in the United States unless
registered under the US Securities Act of 1933 (the "Securities Act") or offered
in  a transaction exempt from, or  not subject to, the registration requirements
of  the Securities Act. The  offer and sale of  the Bonds referred to herein has
not  been  and  will  not  be  registered  under the Securities Act or under the
applicable  securities laws of Australia, Canada, South Africa or Japan. Subject
to  certain exceptions, the Bonds referred to  herein may not be offered or sold
in Australia, Canada, South Africa or Japan or to, or for the account or benefit
of,  any national,  resident or  citizen of  Australia, Canada,  South Africa or
Japan.  There has been  and there will  be no public  offer of the  Bonds in the
United States, Australia, Canada, South Africa or Japan or elsewhere.

This  announcement may  include statements  that are,  or may  be deemed  to be,"forward-looking statements". These forward-looking statements may be identified
by  the  use  of  forward-looking  terminology,  including the terms "believes","estimates",  "plans", "projects",  "anticipates", "expects",  "intends", "may","will"  or "should"  or, in  each case,  their negative  or other  variations or
comparable terminology, or by discussions of strategy, plans, objectives, goals,
future  events or intentions. Forward-looking statements may and often do differ
materially  from  actual  results.  Any  forward-looking  statements reflect the
Company's  current view with respect  to future events and  are subject to risks
relating  to  future  events  and  other  risks,  uncertainties  and assumptions
relating  to the  Group's business,  results of  operations, financial position,
liquidity,  prospects, growth  and strategies.  Forward-looking statements speak
only as of the date they are made.

[HUG#1483072]

Attachments:

Talvivaara - Resolution of Extraordinary General Meeting.pdf