Kemira Oyj - Decisions of general meeting

Kemira Oyj: The Annual General Meeting approved dividend to be paid in Tikkurila Oyj's shares

Kemira Oyj
Stock exchange release
March 16, 2010 at 14.45 (CET+1)

The Annual General Meeting of Kemira Oyj ("Kemira") approved the Board proposal
according to which 86% of the shares of Tikkurila be distributed as dividend to
Kemira's shareholders. Tikkurila's shares are expected to be listed on NASDAQ
OMX Helsinki Ltd in March 2010. The Annual General Meeting also authorized the
Board to decide upon a dividend payable in cash of a maximum of EUR 0.27 per
share. The authorization is valid until May 31, 2010.

The Annual General Meeting reelected members Elizabeth Armstrong, Wolfgang
Büchele, Juha Laaksonen, Pekka Paasikivi, Kaija Pehu-Lehtonen and Jukka Viinanen
to the Board of Directors and elected Kerttu Tuomas as a new member. Pekka
Paasikivi was elected to continue as the Board's chairman and Jukka Viinanen was
elected as vice chairman.

Ms. Kerttu Tuomas (b. 1957), B.Sc. (Econ.) has been the Executive Vice
President, Human Resources of KONE Corporation and a member of KONE
Corporation's Executive Board since 2002. She has previously served as Group
Vice President, Human Resources of Elcoteq Network Corporation in 2000-2002 and
as Personnel & Organization Manager of Masterfoods Oy in 1994-1999. Kerttu
Tuomas is a member of the Board of JTO School of Management.

Dividend payment

A. Dividend payable in Tikkurila Oyj's shares

The Annual General Meeting decided that a dividend on the basis of the adopted
balance sheet for the financial year ended December 31, 2009 shall be paid as
follows:

Each four Kemira's shares entitle their holder to receive one share of Tikkurila
Oyj as a dividend. The number of shares of Tikkurila that a shareholder is
entitled to receive is calculated on a book-entry account basis. Kemira shall
distribute to its shareholders as dividend an aggregate of 37.933.097 shares of
Tikkurila, which represents 86 percent of the shares in Tikkurila and the number
of voting rights carried by them.

Fractional entitlements to Tikkurila's share resulting from the distribution
ratio of the shares shall not be distributed but the amount corresponding to the
fractional entitlements shall be compensated for in cash. The amount of the cash
payment corresponding to the fractional entitlements will be based on the
taxable value of the dividend paid in Tikkurila's shares, which will be the
volume-weighted average of the prices paid for Tikkurila's share during the
first trading day after Tikkurila's shares have been submitted to trading on the
official list of NASDAQ OMX Helsinki Ltd (the "Helsinki Stock Exchange"). The
fractional entitlements to Tikkurila's share will be combined to complete shares
and sold on said trading day. If the proceeds of the sale do not fully cover the
amount of the cash payment, Kemira will pay the balance in cash to shareholders
entitled to fractional entitlements. Such balance to be paid by Kemira is, at
maximum, 500,000 euro. If the proceeds of such sale exceed the amount of the
cash payment, the Company will retain the excess proceeds. The cash payment
corresponding to the fractional entitlements shall be paid, on a book-entry
account basis, to the shareholders entitled to fractional entitlements on or
about March 30, 2010.

The dividend payable in Tikkurila's shares will be paid to each shareholder who
is registered in the Company's Shareholder Register maintained by Euroclear
Finland Ltd on the record date, March 19, 2010. The dividend will be paid on
March 26, 2010.

Kemira shall be liable for the transfer tax payable in connection with the
distribution of dividends.

The Board of Directors was authorized to conduct specifications and technical
corrections that may be required for the practical execution of the dividend
distribution.

The distribution of the dividend is conditional upon the approval of Tikkurila's
shares to trading on the official list of the Helsinki Stock Exchange by May
31, 2010. If this condition is not fulfilled, the decision to distribute
dividend will lapse.

The company form of Tikkurila Oy has been changed into a public limited
liability company (Oyj) and the number of its shares is 44,108,252 shares.

B. Cash dividend

The Annual General Meeting authorized the Board to decide upon a dividend
payable in cash on the basis of the adopted balance sheet for the financial year
ended December 31, 2009 under the following terms and conditions:

Under the authorization, the Board of Directors may decide upon a dividend
payable in cash of a maximum of 0.27 euro per share.

The Board of Directors will decide upon the other terms related to the dividend
payable in cash in accordance with the Rules of the Helsinki Stock Exchange and
Euroclear Finland Ltd.

The authorization to decide upon a dividend payable in cash is valid until May
31, 2010.

Remuneration of the Chairman, the Vice Chairman and the members of the Board of
Directors

The Annual General Meeting decided that the remuneration paid to the members of
the Board of Directors will remain unchanged but the monthly fee will be changed
into an annual fee. The fees would thus be as follows: the Chairman will receive
66.000 euro per year, the Vice Chairman 42.000 euro per year and the other
members 33.600 euro per year. A fee payable for each meeting of the Board and
its committees will be for the members residing in Finland 600 euro, the members
residing in rest of Europe 1.200 euro and the members residing outside Europe
2.400 euro. Travel expenses are paid according to Kemira's travel policy.

In addition, the Annual General Meeting decided that the annual fee be paid as a
combination of the company's shares and cash in such a manner that 40% of the
annual fee is paid with the company's shares owned by the company or, if this is
not possible, shares purchased from the market, and 60% is paid in cash. The
shares will be transferred to the members of the Board of Directors and, if
necessary, acquired directly on behalf of the members of the Board of Directors
within two weeks from the release of Kemira's interim report January 1 - March
31, 2010.

The meeting fees are to be paid in cash.

Election and remuneration of the auditor

KPMG Oy Ab was elected as the Company's auditor KHT Pekka Pajamo acting as the
principal auditor. The Auditor's fees will be paid against an invoice approved
by Kemira.

Authorization to decide on the repurchase of the Company's own shares

The Annual General Meeting authorized the Board of Directors to decide upon
repurchase of a maximum of 4,156,957 Company's own shares ("Share repurchase
authorization").

Shares will be repurchased by using unrestricted equity either through a tender
offer with equal terms to all shareholders at a price determined by the Board of
Directors or otherwise than in proportion to the existing shareholdings of the
Company's shareholders in public trading on the Helsinki Stock Exchange at the
market price quoted at the time of the repurchase. Shares shall be acquired and
paid for in accordance with the Rules of the Helsinki Stock Exchange and
Euroclear Finland Ltd.

The price paid for the shares repurchased through a tender offer under the
authorization shall be based on the market price of the company's shares in
public trading. The minimum price to be paid would be the lowest market price of
the share quoted in public trading during the authorization period and the
maximum price the highest market price quoted during the authorization period.

Shares may be repurchased to be used in implementing or financing mergers and
acquisitions, developing the Company's capital structure, improving the
liquidity of the Company's shares or to be used for the payment of the annual
fee payable to the members of the Board of Directors or implementing the
Company's share-based incentive plans. In order to realize the aforementioned
purposes, the shares acquired may be retained, transferred further or cancelled
by the Company.

The Board of Directors will decide upon other terms related to share repurchase.

The Share repurchase authorization is valid until the end of the next Annual
General Meeting.

Authorization to decide on share issues

The Annual General Meeting authorized the Board of Directors to decide to issue
a maximum of 15,534,256 new shares and/or transfer a maximum of 7,767,128
Company's own shares held by the Company ("Share issue authorization").

The new shares may be issued and the Company's own shares held by the Company
may be transferred either for consideration or without consideration.

The new shares may be issued and the Company's own shares held by the Company
may be transferred to the Company's shareholders in proportion to their current
shareholdings in the Company, or by disapplying the shareholders' pre-emption
right, through a directed share issue, if the Company has a weighty financial
reason to do so, such as financing or implementing mergers and acquisitions,
developing the capital structure of the Company, improving the liquidity of the
Company's shares or if this is justified for the payment of the annual fee
payable to the members of the Board of Directors or implementing the Company's
share-based incentive plans. The directed share issue may be carried out without
consideration only in connection with the payment of the annual fee payable to
the members of the Board of Directors or implementation of the Company's
share-based incentive plan.

The subscription price of new shares shall be recorded to the invested
unrestricted equity reserves. The consideration payable for Company's own shares
shall be recorded to the invested unrestricted equity reserves.

The Board of Directors will decide upon other terms related to the share issues.

The Share issue authorization is valid until the end of the next Annual General
Meeting.

Donation to the Aalto University Foundation

The Annual General Meeting approved a donation in the amount of 500.000 euro to
the Aalto University Foundation to be used for the Aalto University Foundation's
basic capital.


Kemira Oyj
Päivi Antola, Senior Manager, Investor Relations and Financial Communications


For further information, please contact

For information about the share dividend and separating Tikkurila, please call
Kemira's Share Dividend Hotline at +358 10 86 22 666 or email
tikkurila@kemira.com <mailto:tikkurila@kemira.com>. The phone service and email
address will serve March 17-April 9, 2010.

Päivi Antola, Senior Manager, Investor Relations and Financial Communications
Tel. +358 10 862 1140


Kemira is a global 2.5 billion euro chemicals company that is focused on serving
customers in water-intensive industries. The company offers water quality and
quantity management that improves customers' energy, water, and raw material
efficiency. Kemira's vision is to be a leading water chemistry company. Its
paints and coatings business, Tikkurila, aims to be the market leader in
decorative paints and selected wood and metal coatings in chosen markets.

www.kemira.com <http://www.kemira.com/>
www.waterfootprintkemira.com <http://www.waterfootprintkemira.com/>




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