Talvivaaran Kaivososakeyhtiö Oyj - Decisions of general meeting

Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Stock Exchange Release
Talvivaara Mining Company Plc
28 April 2011


      Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Talvivaara Mining Company Plc is pleased to announce that, at the Annual General
Meeting  of the Company  held at 10:00 am  on 28 April 2011, all the resolutions
proposed, as set out in the notice of the meeting to shareholders dated 23 March
2011, were duly passed.

Talvivaara's  Annual  General  Meeting  approved  the  financial  statements and
discharged  the members of the Board of Directors and the CEO from liability for
the  financial year  2010. Annual General  Meeting resolved  that no dividend is
paid  for 2010 and  that the  loss of  the financial  period is entered into the
Company's profit/loss account on the balance sheet.

The Board of Directors and the Auditor

As  proposed by the  Remuneration Committee the  Annual General Meeting approved
the  annual fee payable  to the members  of the Board  of Directors for the term
until the close of the Annual General Meeting in 2012 to be as follows: Chairman
of  the  Board  of  Directors  EUR  160,000, Deputy Chairman (Senior Independent
Director)  EUR 69,000, Chairman of  the Audit Committee  EUR 69,000, Chairman of
the  Nomination Committee EUR 53,000, Chairman of the Remuneration Committee EUR
53,000, Chairman   of  the  Sustainability  Committee   EUR  53,000, other  Non-
executive Directors and Executive Directors EUR 48,000.

As  proposed by the Nomination Committee the Annual General Meeting decided that
the number of Board members be seven and that Mr. Edward Haslam, Mr. Eero Niiva,
Ms. Eileen Carr, Mr. D. Graham Titcombe, Mr. Pekka Perä, Mr. Tapani Järvinen and
Ms. Saila Miettinen-Lähde were re-elected as Board Members.

It  was resolved that the auditor will  be reimbursed according to the auditor's
approved  invoice. The  authorised public  accountants PricewaterhouseCoopers Oy
was elected as the company's auditor for the financial year 2011.

Authorising  the Board of Directors to decide on the repurchase of the Company's
own shares

The  Annual  General  Meeting  resolved  to  authorise the Board of Directors to
decide  on  the  repurchase,  in  one  or  several transactions, of a maximum of
10,000,000 of  the  Company's  own  shares.  Own  shares shall be repurchased in
proportion other than that of holdings of the shareholders and by using the non-
restricted  equity. The shares  shall be acquired  through public trading at the
share  price prevailing at the time of acquisition. The repurchase authorisation
is  proposed  to  be  valid  until  27 October  2012. The proposed authorisation
replaces the authorisation to repurchase 10,000,000 shares granted by the Annual
General Meeting of 15 April 2010.

Issue of stock options

The  Annual General Meeting  resolved to issue  stock options partly  to the key
employees  and partly to the personnel of  the Company and its subsidiaries. The
maximum  total number  of stock  options issued  will be 5,500,000 and the stock
options  entitle their owners to subscribe  for a maximum total of 5,500,000 new
shares  in the Company  or to receive  existing shares held  by the Company. The
share  subscription price  will be  based on  the trade  volume weighted average
quotation  of the Talvivaara Mining Company Plc share on NASDAQ OMX Helsinki Ltd
in  March 2011, 2012 and 2013. The  share subscription period  for stock options
2011A, will  be 1 April  2014 - 31 March  2016, for stock options 2011B, 1 April
2015 - 31 March 2017 and for stock options 2011C, 1 April 2016 - 31 March 2018.
The  beginning of the  share subscription period  requires attainment of certain
operational or financial targets determined by the Board of Directors annually.


ENQUIRIES
Talvivaara Mining Company Plc Tel: +358 20 7129 800
Pekka Perä, Chief Executive Officer
Saila Miettinen-Lähde, Chief Financial Officer

[HUG#1510579]

Attachments:

Talvivaara Resolutions of AGM 2011 28.4.2011.pdf