Outokumpu Oyj - Decisions of general meeting

Resolutions of Outokumpu Oyj's Annual General Meeting 2011

STOCK EXCHANGE RELEASE
24 March 2011 at 2.30 pm EET

The Annual General Meeting of shareholders approved today the financial
statements and discharged the administrative bodies of the company from
liability for the financial year 2010. The Meeting decided that a dividend of
EUR 0.25 per share be distributed for 2010. The Meeting approved the proposals
regarding authorisation to the Board of Directors to repurchase the company's
own shares, to decide to issue shares and to grant special rights entitling to
shares. Furthermore, the Meeting approved the proposal to form a Nomination
Board.

Outokumpu Oyj's Annual General Meeting of shareholders was held today on 24
March 2011, in Helsinki, Finland. The Meeting was opened by the Chairman of the
Board of Directors Ole Johansson, and chaired by Tomas Lindholm, attorney-at-
law.

Financial statements

The Annual General Meeting approved the parent company's and the Group's
financial statements and discharged the members of the Board of Directors and
CEO from liability for the financial year 2010.

Dividend

The Annual General Meeting decided that a dividend of EUR 0.25 per share be paid
for the financial year ended on 31 December 2010. The record date is 29 March
2011, and the dividend will be paid on 5 April 2011.

The Board of Directors

The Annual General Meeting decided that the number of Board members be seven,
including Chairman and Vice Chairman, as proposed by the Nomination Board formed
by the Annual General Meeting 2010. Evert Henkes, Ole Johansson, Anna Nilsson-
Ehle, Jussi Pesonen and Olli Vaartimo were re-elected as members of the Board of
Directors, and Elisabeth Nilsson and Siv Schalin were elected as new members,
until the close of the following Annual General Meeting.

The Annual General Meeting re-elected Ole Johansson as Chairman and elected Olli
Vaartimo as Vice Chairman of the Board of Directors.

As proposed by the Nomination Board formed by the Annual General Meeting 2010,
the annual remuneration of the Board of Directors was confirmed until the next
Annual General Meeting as follows:

Annual remuneration, EURMeeting fee, EUR/meeting
Chairman, 80 000, 600
Vice Chairman, 45 500, 600
Other Board members, 36 000, 600

The meeting fee will be 1 200 EUR/meeting for the Board members residing outside
Finland.

The Annual General Meeting also decided that 40% of the annual remuneration will
be paid in the form of Outokumpu Oyj's shares and the remainder in money. Shares
are to be purchased within two weeks after the release of Outokumpu's first
quarter 2011 interim report.

Auditor

The Annual General Meeting re-elected KPMG Oy Ab, Authorised Public Accountants,
as the company's auditor for the following term ending at the close of the next
Annual General Meeting. The elected auditor will be reimbursed in accordance
with the auditor's invoice.

Nomination Board

Based on the proposal by the company's largest shareholder, Solidium Oy, wholly-
owned by the Finnish state, to form a Nomination Board, the Annual General
Meeting resolved to form a Nomination Board to prepare proposals on the election
and remuneration of the Board of Directors to the next Annual General Meeting.

Three largest shareholders or representatives of the shareholders are elected to
the Nomination Board. In addition, the Chairman of the Board of Directors is
elected as an expert member to the Nomination Board. The right to nominate
shareholder representatives lies with those three shareholders who are
registered on 1 October 2011 in the shareholders' register of the company held
by Euroclear Finland Oy and whose share of all the voting rights in the company
is the largest. Should a shareholder not wish to use the nomination right, the
right to nominate is transferred to the next largest shareholder who would
otherwise not have a nomination right.

The Nomination Board is convened by the Chairman of the Board of Directors, and
the Nomination Board shall elect a chairman from among its members. The
Nomination Board shall submit its proposals to the Board of Directors latest on
1 February, preceding the Annual General Meeting.

Authorisation to repurchase the company's own shares

The Annual General Meeting authorised the Board of Directors to resolve to
repurchase a maximum of 18 000 000 of the company's own shares, currently
representing approximately 9.84% of the company's total number of registered
shares. Based on earlier authorisations, Outokumpu currently holds 1 040 888 own
shares.

The own shares may be repurchased pursuant to the authorisation only by using
unrestricted equity. The price payable for the shares shall be based on the
price of the company's shares on the day of repurchase in public trading. The
minimum price payable for the repurchased own shares shall be the lowest quoted
price of the company's shares in public trading during the validity of the
authorisation, and the maximum price the highest quoted price in public trading
during the validity of the authorisation.

The Board of Directors is authorised to decide how the own shares will be
repurchased. The own shares may be repurchased in deviation from the
proportional shareholdings of the shareholders (directed repurchase). The
aggregate number of the company's own shares held by the company and its
subsidiaries may not, however, exceed 10% of the company's total number of
registered shares.

The authorisation is valid until the next Annual General Meeting, however
expiring at the latest on 31 May 2012.

Authorisation to decide on the issuance of shares as well as other special
rights entitling to shares

The Annual General Meeting authorised the Board of Directors to resolve to issue
a maximum of 36 000 000 shares through one or several share issues and/or by
granting of special rights entitling to shares, as specified in Chapter 10,
Section 1 of the Finnish Companies Act, excluding option rights to the company's
management and personnel under an incentive plan.

On the basis of the authorisation, a maximum of 18 000 000 new shares may be
issued, and additionally a maximum of 18 000 000 treasury shares may be
transferred. 18 000 000 shares represent approximately 9.84% of the company's
total number of registered shares.

The Board of Directors resolves upon all other terms and conditions of the share
issue and of the issue of special rights entitling to shares. The Board of
Directors shall have the authority to resolve upon the issue of shares and
special rights in deviation of the pre-emptive subscription right of the
shareholders (directed issue).

The authorisation is valid until the next Annual General Meeting, however
expiring at the latest on 31 May 2012.

Minutes of the meeting

The minutes of the Annual General Meeting will be available for viewing by the
shareholders at Outokumpu Oyj's head office and at the company's website
www.outokumpu.com/agm as of 7 April 2011.

OUTOKUMPU OYJ



Outokumpu is a global leader in stainless steel with the vision to be the
undisputed number one. Customers in a wide range of industries use our stainless
steel and services worldwide. Being fully recyclable, maintenance-free, as well
as very strong and durable material, stainless steel is one of the key building
blocks for sustainable future. Outokumpu employs some 8 000 people in more than
30 countries. The Group's head office is located in Espoo, Finland. Outokumpu is
listed on the NASDAQ OMX Helsinki.
www.outokumpu.com


[HUG#1499735]

Attachments:

ENG AGM Resolutions 2011.pdf