OKO Pankki Oyj - Company Announcement

Proposals by OKO Bank's Board of Directors to the Annual General Meeting

Proposals by OKO Bank's Board of Directors to the Annual General Meeting        

The Board of Directors of OKO Bank plc (Pohjola Bank plc from 1 March 2008) has 
decided to convene the Annual General Meeting (AGM) to be held at Finlandia Hall
on Thursday, 27 March 2008, starting at 2.00 pm.                                

Notice of the Meeting will be published in Helsingin Sanomat, Hufvudstadsbladet 
and Kauppalehti, and as a company release on 3 March 2008. Thereafter, the      
notice will also be available at www.pohjola.fi to be opened on 1 March 2008.   

The Board of Directors has decided to propose to the AGM that the company's     
Articles of Association be subject to a few alterations.                        

Proposed alterations of the Articles of Association                             

The Board of Directors proposes that Articles 2, 7 and 12 be altered. The main  
contents of the proposed alterations are as follows:                            

- The Board proposes that Article 2 regarding the line of business be altered to
correspond to the regulation as required by the amended Credit Institutions Act 
(929/2007) effective as of 1 November 2007 and that as required by the Act on   
Investment Firms (922/2007).                                                    

- The Board proposes that Article 7 regarding profit distribution be simplified 
in such a way that the annual per-share dividend payable on Series A shares is  
at least three cents higher than that payable on Series K shares. This proposed 
alteration is in line with the dividend policy conducted by the company in      
recent years (i.e. the dividend difference is at least three cents).            

- The Board proposes that the maximum number of Board members be reduced to     
eight, of whom the General Meeting of Shareholders elects a maximum of six      
members. In addition, the Board proposes that a regulation in Article 12 be     
removed, whereby at least half of the members of the Board of Directors must be 
members of the Executive Board of the central institution of the amalgamation of
the cooperative banks (OP Bank Group Central Cooperative).                      

OKO Bank plc                                                                    



Markku Koponen                                                                  
Senior Vice President                                                           

DISTRIBUTION                                                                    
OMX Nordic Exchange Helsinki                                                    
London Stock Exchange                                                           
SWX Swiss Exchange                                                              
Major media                                                                     
www.oko.fi (www.pohjola.fi as of 1 March 2008)                                  

FOR MORE INFORMATION, PLEASE CONTACT:                                           
Mikael Silvennoinen, President and CEO, tel. +358 10 252 2549                   
Markku Koponen, Senior Vice President (Corporate Communications), tel. +358 10  
252 2648                                                                        

APPENDIX                                                                        
A proposal by OKO Bank plc's Board of Directors to alter the Articles of        
Association.                                                                    

Present Articles of Association                                                 

Article 2: Line of business                                                     
The Company is the central financial institution of the cooperative banks and as
a commercial bank it engages in the business operations set forth in the Act on 
Credit Institutions. The special purpose of the Company is to promote, as a     
central financial institution, the activities of the cooperative and other      
institutions belonging to OP-Pohjola Group. The Company may own and control     
shares and other holdings in finance and insurance companies and other entities 
as well as engage in investment activities. The Company can offer investment    
services pursuant to Section 3 of the Act on Investment Firms as well as the    
custodian and asset management services set forth in Section 16, Paragraph 1,   
Subparagraph 5 of said Act                                                      

Article 7                                                                       
If a dividend is paid, Series A shares entitle their owners to an annual        
distribution of profits which is at least one (1) percentage point higher than  
the dividend declared on Series K shares.                                       

Article 12: Board of Directors                                                  
The Company has a Board of Directors which shall be responsible for the         
management and the proper arrangement of the operations of the Company.         
The Board of Directors shall be composed of a Chairman who is the Chairman of   
the Executive Board of the central institution of the amalgamation of the       
cooperative banks pursuant to Section 3 of the Act on Cooperative Banks and     
Other Cooperative Credit Institutions and a Vice Chairman who is the Vice       
Chairman of the Executive Board of the central institution as well as a minimum 
of three (3) and a maximum of eight (8) other members elected by the General    
Meeting. At least half of the members of the Board of Directors must be members 
of the Executive Board of the central institution of the amalgamation of the    
cooperative banks pursuant to Section 3 of the Act on Cooperative Banks and     
Other Cooperative Credit Institutions.                                          
The term of office of the members of the Board of Directors elected by the      
General Meeting is one (1) year such starting at the close of the General       
Meeting that has made the election and ending at the close of the next Annual   
General Meeting.                                                                
The Board of Directors shall have a quorum when more than half of its members   
are present. A decision shall be that opinion which has been supported by the   
majority of those present or, in the event of a tie, the Chairman shall have the
casting vote.                                                                   

Proposed alterations of the Articles of Association                             

Article 2: Line of business                                                     
The Company is the central financial institution of the cooperative banks and as
a commercial bank it engages in the business operations set forth in the Act on 
Credit Institutions. The special purpose of the Company is to promote, as a     
central financial institution, the activities of the cooperative and other      
institutions belonging to OP-Pohjola Group. The Company may own and control     
shares and other holdings in finance and insurance companies and other entities 
as well as engage in investment activities. The Company can offer investment    
services and custodian and asset management services, in accordance with the Act
on Investment Firms.                                                            

Article 7                                                                       
If a dividend is paid, Series A shares entitle their owners to an annual        
distribution of profits which is at least three (3) cents higher than the       
dividend declared on Series K shares.                                           

Article 12: Board of Directors                                                  
The Company has a Board of Directors which shall be responsible for the         
management and the proper arrangement of the operations of the Company.         
The Board of Directors shall be composed of a Chairman who is the Chairman of   
the Executive Board of the central institution of the amalgamation of the       
cooperative banks pursuant to Section 3 of the Act on Cooperative Banks and     
Other Cooperative Credit Institutions and a Vice Chairman who is the Vice       
Chairman of the Executive Board of the central institution as well as a minimum 
of three (3) and a maximum of six (6) other members elected by the General      
Meeting.                                                                        
The term of office of the members of the Board of Directors elected by the      
General Meeting is one (1) year such starting at the close of the General       
Meeting that has made the election and ending at the close of the next Annual   
General Meeting.                                                                
The Board of Directors shall have a quorum when more than half of its members   
are present. A decision shall be that opinion which has been supported by the   
majority of those present or, in the event of a tie, the Chairman shall have the
casting vote.