Talentum Oyj - Company Announcement

TALENTUM BOARD OF DIRECTORS PROPOSALS TO THE ANNUAL GENERAL MEETING

TALENTUM OYJ STOCK EXCHANGE RELEASE, FEBRUARY 12, 2008, AT 9.00 AM 
TALENTUM BOARD OF DIRECTORS PROPOSALS TO THE ANNUAL GENERAL MEETING 
Talentum Board of Directors convenes the Annual General Meeting to be held on   
March 27, 2008. The Annual General Meeting shall be held starting at 2 p.m. at  
Radisson SAS Royal Hotel, address Runeberginkatu 2, 00100 Helsinki.             

The notice of the Annual General Meeting will be separately published as a stock
exchange release as well as in Tekniikka & Talous magazine and Talouselämä      
magazine.                                                                       

In addition to the matters stated in the Companies Act and Articles of          
Association, the following proposals of the Board of Directors shall be         
addressed in the Annual General Meeting:                                        

THE PROPOSAL OF THE BOARD OF DIRECTORS OF TALENTUM OYJ TO THE ANNUAL GENERAL    
MEETING ON MARCH 27, 2008, REGARDING THE AUTHORIZATIONS TO THE BOARD OF         
DIRECTORS TO DECIDE ON SHARE ISSUE INCLUDING THE CONVEYANCE OF OWN SHARES, AND  
ISSUE OF SPECIAL RIGHTS                                                         

The Board of Directors proposes to the Annual General Meeting that it would     
decide on the authorizations to the Board of Directors regarding share issue and
issue of special rights on the terms set forth below.                           

Based on the authorization the Board of Directors has a right to decide on a    
share issue which may be either liable to charge or free of charge, including   
issuing of new shares and the conveyance of own shares possibly in the company's
possession.                                                                     

Based on the authorization the Board of Directors has a right to decide on an   
issue of option rights and other special rights which entitle, against payment, 
to receive new shares or shares possibly in possession of the company.          

Based on the aforesaid authorizations regarding share issue and/or issue of     
special rights, either in one or in several occasions, a maximum of 3,500,000   
new shares may be issued and/or own shares possessed by the company may be      
conveyed, which corresponds to approximately eight per cent of the issued and   
outstanding shares of the company.                                              

The authorizations shall remain in force until June 30, 2009.                   

The Board of Directors is otherwise authorized to decide on all the terms       
regarding the share issue and the issue of special rights, including the right  
to also decide on a directed share issue and a directed issue of special rights.
Shareholders' pre-emptive subscription rights can be deviated from providing    
that there is a significant financial reason for the company to do so. 
THE PROPOSAL OF THE BOARD OF DIRECTORS OF TALENTUM OYJ TO THE ANNUAL GENERAL    
MEETING ON MARCH 27, 2008, REGARDING THE AUTHORIZATIONS TO THE BOARD OF         
DIRECTORS TO DECIDE ON ACQUISITION OF OWN SHARES                                

The Board of Directors proposes to the Annual General Meeting that it would     
decide on an authorization to the Board of Directors regarding acquisition of   
its own shares on the terms set forth below.                                    

Based on the authorization the Board of Directors has a right to decide on      
acquisition of own shares. The shares could be acquired for the value decided by
the Board of Directors which value is based on the fair value at the time of the
acquisition formed in the public trading. Own shares may be only acquired with  
free equity.                                                                    

Based on the authorization, either in one or in several occasions, a maximum of 
3,500,000 own shares, which corresponds to approximately eight per cent of the  
issued and outstanding shares of the company, may be acquired.                  

The authorization shall remain in force until June 30, 2009.                    

The Board of Directors is otherwise authorized to decide on all the conditions  
regarding the acquisition of own shares including the manner of acquisition of  
shares. The authorization does not exclude the right of the Board of Directors  
to also decide on a directed acquisition of own shares providing that there is a
significant financial reason for the company to do so.                          

DECREASING OF THE SHARE PREMIUM RESERVE                                         

The Board proposes that the share premium reserve as shown in the balance sheet 
as per 31 December 2007 will be decreased by the amount of 89,593,601.28 euros. 
After the decrease the amount of the share premium reserve in the balance sheet 
shall be zero. The decreased amount shall be transferred to the invested        
non-restricted equity fund.                                                     

The reduction of the share premium reserve requires public notice to creditors  
and registration proceeding in accordance with chapter 14, sections 3 - 5 of the
Companies Act.                                                                  

Helsinki on February 12, 2008                                                   

BOARD OF DIRECTORS                                                              
TALENTUM OYJ                                                                    
Juha Blomster                                                                   
CEO                                                                             

FURTHER INFORMATION                                                             
Lasse Rosengren, General Counsel, tel. + 358 (0)40 342 4204                     

DISTRIBUTION                                                                    
OMX Nordic Exchange Helsinki                                                    
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