DNA Oyj - Notice to general meeting

Notice of DNA Plc's Annual General Meeting

DNA PLC STOCK EXCHANGE RELEASE JANUARY 31, 2017, 9.00 AM

The shareholders of DNA Plc are invited to the Annual General Meeting to be held
on 22 March 2017, at 10.00 am, in the Main Auditorium of Finlandia Hall at
Mannerheimintie 13 e, Helsinki (entrance from Mannerheimintie through door M4
and from Karamzininkatu through door K4). The reception of persons who have
registered for the meeting and the distribution of voting slips will commence at
8.30 am.

A. Matters to be dealt with at the Annual General Meeting

The following matters will be dealt with at the Annual General Meeting:

1. Opening of the meeting

2. Calling the meeting to order

3. Election  of persons  to examine  the minutes  and supervise  the counting of
votes

4. Declaration of validity of the meeting Declaration of a quorum

5. Recording the attendance and adoption of the list of votes

6. Presentation  of  the  financial  statements,  the  report  of  the  Board of
Directors and the Auditor's Report for 2016

- Presentation of the CEO's review

7. Adoption of the financial statements

8. Appropriation  of profit as shown on the  balance sheet and resolution on the
payment of dividends

-  The Board of Directors proposes to the Annual General Meeting that the profit
for the financial year 2016 45 686 058,15 be added to retained earnings and that
a  dividend of EUR 0,55 per share be distributed. According to the proposal, the
dividend  will be paid  to shareholders registered  in the company's shareholder
register  held by  Euroclear Finland  Ltd, on  the dividend record date 24 March
2017. The dividend is proposed to be paid on 7 April 2017.

9. Discharging the members of the Board of Directors and the CEO from liability

10. Resolution on the remuneration of the members of the Board of Directors

11. Resolution on the number of members of the Board of Directors

12. Election of the members of the Board of Directors

13. Resolution on the remuneration of the auditor

- The Board of Directors proposes to the Annual General Meeting that the auditor
be reimbursed according to the auditor's invoice approved by the Company.

14. Election of the auditor
- The Board of Directors proposes to the Annual General Meeting that Authorized
Public Accountants PricewaterhouseCoopers Oy be re-elected as the company's
auditor for the financial year 2017. PricewaterhouseCoopers Oy has notified that
the principal auditor will be Authorized Public Accountant Mika Kaarisalo.

15. Authorisation  of the Board of Directors to  decide on the repurchase of the
company's own shares

-  The Board of Directors proposes to  the Annual General Meeting that the Board
be  authorized to decide  to repurchase or accept  as pledge up to 2.500.000 own
shares of the company using the company's unrestricted shareholders' equity. The
repurchase  can take  place in  one or  several lots.  The purchase price of the
shares  is the market  price paid for  the share at  the time of the purchase in
trading   on   a  regulated  market.  Own  shares  may  be  repurchased  through
conventional  derivatives,  stock  lending  agreements  or  other  agreements on
capital markets, as permitted by law and regulations.

This  authorisation grants  the Board  of Directors  the right  to decide on the
repurchase   of  shares  otherwise  than  in  proportion  to  the  shareholders'
shareholdings (directed repurchase).

Own  shares can be  repurchased to implement  acquisitions or other arrangements
related  to the company's business, to  improve the company's capital structure,
for  the company's incentive schemes, for the payment of any share-based rewards
to the Board members or to be otherwise held, disposed of or cancelled.

The authorisation will be effective until the end of the next Annual General
Meeting. The authorisation cancels the previous authorisation granted by the
Annual General Meeting of 31 March 2016 to the Board of Directors for the
repurchase of own shares.

16. Authorisation of the Board of Directors to decide on a share issue and on an
issue of option rights and other special rights entitling to shares.

- The Board of Directors proposes to the Annual General Meeting that the Board
be authorized to decide on a share issue and an issue of special rights
entitling to shares as referred to in Chapter 10, Section 1, of the Companies
Act.

Under the authorisation, the Board of Directors may issue up to 12,000,000 new
shares or own shares held by the company in one or several lots. The proposed
maximum number corresponds to approximately 9 per cent of all of the company's
current shares.

The share issue may also occur as a directed issue in deviation from the
shareholders' pre-emptive rights.

The authorisation may be used to implement mergers and acquisitions, to develop
the company's capital structure, for the company's incentive schemes, for the
payment of any share-based rewards to the Board members and for other purposes
determined by the Board. The Board of Directors is authorised to decide on all
other terms and conditions of the share issue and the issue of special rights
entitling to shares.

The authorisation will be effective until the end of the next Annual General
Meeting. The authorisation cancels the authorisations granted to the Board of
Directors by the Annual General Meeting of 31 March 2016 and the Extraordinary
General Meeting of 25 October 2016 to decide on a share issue and an issue of
special rights entitling to shares.

17. Closing of the meeting


B. The Annual General Meeting Documents

The above proposals of the company's Board of Directors which are on the agenda
of the Annual General Meeting, and this notice of the meeting are available on
the company's website at www.dna.fi/agm. The company's Annual Report, which
includes the company's financial statements, the report of the Board of
Directors and the Auditor's Report, will be available on the above-mentioned
website by 1 March 2017.

The decision proposals and the financial statement documents are also available
at the Annual General Meeting, and a copy of them and this notice of the meeting
will be sent to a shareholder on request.

Minutes of the Annual General Meeting will be available on the above-mentioned
website by 5 April 2017.


C. Instructions for the participants

1. Shareholder entered in the shareholder register

A shareholder wishing to attend the Annual General Meeting must be registered in
the company's shareholder register kept by Euroclear Finland Ltd on 10 March
2017. A shareholder whose shares are registered on their personal Finnish book-
entry securities account is registered in the company's shareholder register.

A shareholder who is entered in the company's shareholder register and who
wishes to attend the Annual General Meeting must register for the meeting, and
the registration must be received by 10.00 am on 17 March 2017.

Registration for the meeting can be made:

a)    on the Internet at www.dna.fi/agm
b)    by telephone at 020 770 6902 from Monday to Friday between 9.00 am and
4.00 pm.
c)    by letter to DNA Plc, Registrations to Annual General Meeting, P. O. Box
10, 01044 DNA.

The registration should include the shareholder's name, personal identity number
or  business ID,  address, telephone number  and the  name and personal identity
number  of any  accompanying person  or proxy representative.  The personal data
given  by the shareholders to  DNA Plc will be  used only in connection with the
Annual General Meeting and the processing of the necessary registrations related
to  it. The  shareholder  or  their  accompanying person or proxy representative
must,   if   necessary,  be  able  to  prove  their  identity  and/or  right  of
representation.

2. Holder of a nominee-registered share

A holder of nominee-registered shares has the right to participate in the Annual
General Meeting by virtue of the shares on the basis of which they would be
entitled to be entered in the shareholder register kept by Euroclear Finland Ltd
on the record date of the Annual General Meeting, 10 March 2017. Participation
also requires that, by virtue of these shares, the shareholder is temporarily
entered in the shareholder register kept by Euroclear Finland Ltd no later than
on 17 March 2017 at 10.00 am. As regards nominee-registered shares, this is
considered to constitute due registration for the Annual General Meeting.

A holder of a nominee-registered share is advised to request their asset manager
in good time to give the necessary instructions regarding temporary registration
in the shareholder register, issue of powers of attorney, and registration for
the Annual General Meeting. The asset manager's account operator must report the
holder of nominee-registered share who wants to participate in the Annual
General Meeting to be temporarily entered in the company's shareholder register
by the time stated above.

3. Use of a proxy representative and powers of attorney

A shareholder may participate in the Annual General Meeting and exercise their
rights there  through a proxy representative.

A proxy representative of a shareholder shall produce a dated power of attorney
or otherwise in a reliable manner prove that they are entitled to represent the
shareholder. If a shareholder participates in the Annual General Meeting through
several proxy representatives representing the shareholder by shares held in
different securities accounts, the shares by which each proxy representative
represents the shareholder must be reported in connection with the registration.

Any powers of attorney should be delivered as originals to the company at the
address DNA Plc, Registrations to Annual General Meeting, P. O. Box 10, 01044
DNA, before the end of the registration period.

4. Other instructions and information

A shareholder who is present at the Annual General Meeting has the right
referred to in Chapter 5, Section 25, of the Companies Act to ask questions
during the meeting about the issues dealt with at the meeting.

On the date of the notice of the Annual General Meeting, 31 January 2017, DNA
Plc has a total of 132,303,500 shares representing an equal number of votes.

Helsinki, 31 January 2017

DNA PLC

BOARD OF DIRECTORS



Further information:

Marja Mäkinen, Head of IR, Investor Relations, DNA Plc, tel. +358 44 044 1262
marja.makinen@dna.fi
DNA Corporate Communications, tel. +358 44 044 8000, communications@dna.fi

Distribution:
Nasdaq Helsinki
Key media
www.dna.fi

DNA Plc is a Finnish telecommunications group providing high-quality voice, data
and TV services for communication, entertainment and working. DNA is Finland's
largest cable operator and the leading pay TV provider in both the cable and
terrestrial networks. For DNA, the key area for growth in the Corporate Business
is the new way of working, independent of time and place, facilitated by smart
mobile devices, diverse communication services and rapid connections. In 2016,
DNA recorded a turnover of EUR 859 million and an operating profit of EUR 91
million. DNA has more than 3.8 million mobile communications and fixed network
customer subscriptions. The Group also includes DNA Store, Finland's largest
retail chain selling mobile phones. DNA shares are listed on Nasdaq Helsinki.
For more information, please visit www.dna.fi, Twitter @DNA_fi, @DNA_Business
and @DNA_Palvelu and Facebook.


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