Outokumpu Oyj - Company Announcement

Outokumpu - Proposal by the Nomination Board to the Annual General Meeting

OUTOKUMPU OYJ
STOCK EXCHANGE RELEASE
January 28, 2013 at 11.30 am EET


Outokumpu Oyj's Shareholders' Nomination Board has today given its proposal
regarding the election of the members of the Board of Directors and their
remuneration to the Annual General Meeting to be held on March 18, 2013. The
election of the Board of Directors by the Annual General Meeting will become
effective immediately after the meeting. 

The Nomination Board proposes that the Board of Directors would consist of nine
members and Iman Hill, Guido Kerkhoff, Harri Kerminen, Heikki Malinen,
Elisabeth Nilsson, Siv Schalin and Olli Vaartimo, the current members of the
Board of Directors, would be re-elected, and Jorma Ollila and Markus Akermann
would be elected as new members. Jorma Ollila would be elected as the Chairman
and Olli Vaartimo as the Vice-Chairman of the Board of Directors. 

Ole Johansson, who has been on the Outokumpu Board since 2002 and as the
Chairman of the Board since 2008 has informed the Nomination Board that he will
no longer be available for the Outokumpu Board of Directors after the term of
office ending at the next Annual General Meeting. 

The remuneration of the Board is determined according to the proposal as
follows: 

Chairman                                 140 000 euros per year
Vice-Chairman                            80 000 euros per year 
Other members of the Board of Directors  60 000 euros per year 

The Nomination Board proposes that 40% of the annual fees would be paid in
Outokumpu shares purchased from the market and the remainder in money. The
shares would be purchased within two weeks from the release of the Interim
report January 1 - March 31, 2013 of the company. The shares would be acquired
directly on behalf of the members of the Board of Directors, i.e. without the
company becoming the owner of the shares first, which is an approved manner to
acquire Outokumpu shares according to the applicable insider rules. The
Nomination Board is of the opinion that increasing the long-term shareholding
of the members of the Board of Directors will benefit all shareholders. 

The Nomination Board proposes that a meeting fee of 600 euros would be payable
separately for each Board and Committee meeting. For the Board members residing
outside of Finland, the meeting fee would be 1 200 euros. 

The Nomination Board comprised Managing Director Kari Järvinen from Solidium
Oy, CEO Harri Sailas from Ilmarinen Mutual Pension Insurance Company,
Investment Director Tuula Korhonen from Social Insurance Institution of
Finland, and Executive Vice-President Risto Murto from Varma Mutual Pension
Insurance Company as well as CFO Guido Kerkhoff from ThyssenKrupp AG and
Outokumpu Chairman of the Board of Directors Ole Johansson as expert members. 

For further information:

Investors:

Tamara Weinert
tel. +358 9 421 2438, mob. +358 40 751 7194

Media:

Saara Tahvanainen
tel. +358 9 421 3265, mob. + 358 40 589 0223

Outokumpu Oyj



Outokumpu is the global leader in stainless steel and high performance alloys.
Our advanced materials are the ideal choice for demanding applications ranging
from cutlery to bridges, energy plants to medical equipment. Stainless steel
contributes to a sustainable and long lasting world as it is a 100% recyclable,
corrosion-resistant, maintenance-free, durable and hygienic material. Outokumpu
employs approximately over 16 000 professionals in over 40 countries, with the
Group's head office in Espoo, Finland and shares listed on the NASDAQ OMX
Helsinki. www.outokumpu.com

Attachments:

Board 28012013 ENG.pdf