Stockmann - Notice to general meeting

NOTICE OF STOCKMANN'S ANNUAL GENERAL MEETING

Not for release, publication or distribution in Australia, Canada, Japan
or the United States.

Notice is hereby given to the shareholders of Stockmann plc that the
company's Annual General Meeting will be held on Tuesday, 18 March 2008,
at 4.00 p.m. in Finlandia Hall at the address Karamzininkatu 4, Helsinki.
In addition to advance registration, shareholders must also register at
the meeting, where registration will begin at 2.30 p.m. Shareholders
should register for the meeting at the reception desk no later than by
3.45 p.m. Free parking will be provided for attendees in the parking lot
of Finlandia Hall.

The following items are on the agenda:

1. The matters belonging to the competence of the Annual General Meeting
under chapter 5, section 3 of the Companies Act and under Article 14 of
the Articles of Association

2.  A proposal by the Board of Directors to authorize the Board of
Directors to resolve on the issuance of shares and of special rights
entitling holders to shares

The Board of Directors proposes to the Annual General Meeting that the
Board of Directors of the company be authorized to resolve on the issuance
of shares and of special rights entitling holders to shares referred to in
chapter 10, section 1 of the Companies Act in one or more installments as
follows.

The Board of Directors is authorized to resolve on the amount of A- and B-
shares to be issued. However, the aggregate number of shares issued on the
basis of the authorization may not exceed 15,000,000 shares. Issuance of
shares and of special rights entitling holders to shares can be carried
out in accordance with or in deviation from the shareholders' pre-emptive
rights (directed issue). The Board of Directors is authorized to resolve
on all the terms and conditions concerning the issue of shares and of
special rights referred to in chapter 10, section 1 of the Companies Act.

The authorization is effective for a maximum of three years from the date
of the General Meeting. The authorization does not cancel the
authorization given by the General Meeting on 20 March 2007 and registered
in the Trade Register on 14 May 2007 regarding the right to resolve on the
transfer of own shares.

The purpose of the issuance of shares and/or the issuance of special
rights entitling holders to shares is to reinforce the company's capital
structure by amortizing the debt obtained for the acquisition of AB Lindex
(publ).

3. A proposal by the Board of Directors to issue share options to the
Loyal Customers of Stockmann

The Board of Directors proposes to the Annual General Meeting of
Shareholders that a maximum of 2,500,000 share options be issued without
payment, in deviation from the shareholders' pre-emptive rights, to the
loyal customers of Stockmann. There is a weighty financial reason for the
issuance of share options because they are intended to be issued in order
to offer loyal customers a benefit that rewards the purchase loyalty of
the loyal customers while simultaneously strengthening the competitive
position of Stockmann. Share options will be issued to loyal customers,
whose purchases in companies belonging to the Stockmann Group together
with purchases originating from parallel cards directed to the same
account during the time period 1 January 2008 - 31 December 2009 amounts
to a total of at least EUR 6,000. For purchases of at least EUR 6,000, the
loyal customers shall without payment receive 20 share options. In
addition, for every full EUR 500, with which the purchases exceed EUR
6,000, the loyal customer shall receive an addition of 2 share options.
Each share option entitles its holder to subscribe for one share of the
Company's Series B shares. The subscription price for the shares shall be
the trading-volume weighted average price for the Company's Series B
shares on the Helsinki Exchanges during the time period of 1 February - 29
February 2008. The subscription price for a share subscribed by virtue of
exercising an option shall at each record date for dividend distribution
be decreased with the amount of possible dividends decided upon before the
exercise of the option. The exercise periods for the options shall be in
May 2011 and in May 2012.

Financial statement documents and proposals by the Board of Directors

The financial statement documents and the above-mentioned proposals by the
Board of Directors are available for inspection by shareholders as from 10
March 2008, at the company's Head Office, Aleksanterinkatu 52 B, 8th
floor, Helsinki and on the company's internet page www.stockmann.com.
Copies of the documents will be sent to shareholders upon request.

Participation in the Annual General Meeting

A shareholder that has been entered as a shareholder into the
shareholders' register of the company maintained by Finnish Central
Securities Depository Ltd on Friday, 7 March 2008 and that has notified
the company of his or her participation at the latest on Wednesday 12
March 2008 by 4.00 p.m., has the right to participate at the General
Meeting.

A shareholder that wants to participate in the General Meeting must notify
the company of his or her participation at the latest on Wednesday 12
March 2008 by 4.00 p.m. on the company's internet pages www.stockmann.com
or by telephone to the number +358 9 121 4020. Any Powers of Attorney by
virtue of which a representative wishes to represent a shareholder at the
General Meeting are kindly requested to be delivered at the latest on 14
March 2008 to the address Stockmann plc, legal affairs, P.O. Box 220,
00101 HELSINKI.

Payment of dividend

The Board of Directors proposes to the Annual General Meeting that a
dividend of EUR 1.35 per share be paid for the 2007 financial year. It is
proposed that the dividend for the 2007 financial year be paid out on 2
April 2008 to shareholders who on the record date for dividend payment, 25
March 2008, have been entered as shareholders in the Shareholder Register
maintained by Finnish Central Securities Depository Ltd.

Composition of the Board of Directors

The Appointments and Compensation Committee of the Board of Directors
proposes to the Annual General Meeting of Shareholders that seven members
be elected as members of the Board of Directors and that the present
members of the Board of Directors, LL.M. Christoffer Taxell, Managing
Director Erkki Etola, Managing Director Kaj-Gustaf Bergh, Professor Eva
Liljeblom, Managing Director Kari Niemistö, Director of Sustainable
Development Carola Teir-Lehtinen and Managing Director Henry Wiklund,
having given their consents, be re-elected for a period of office
continuing until the end of the next Annual General Meeting.
Auditors

Shareholders of the company, who represent over 50 per cent of the voting
rights, have informed that they are going to propose to the Annual General
Meeting that Jari Härmälä, Authorized Public Accountant, and Henrik
Holmbom, Authorized Public Accountant, having given their consents, be re-
elected as ordinary auditors for the financial year 2008. It is proposed
that the independent firm of public accountants KPMG Oy Ab be re-elected
as the deputy auditor.

In Helsinki on 7 February 2008

The Board of Directors

Additional information: Hannu Penttilä, CEO, tel. +358 9 121 5801


STOCKMANN plc

Hannu Penttilä
CEO


DISTRIBUTION
OMX Nordic Exchange Helsinki
Principal media


These materials are not an offer for sale of securities in the United
States. Securities may not be sold in the United States absent
registration with the United States Securities and Exchange Commission or
an exemption from registration under the U.S. Securities Act of 1933, as
amended. Stockmann plc has not registered, and does not intend to register
any part of the offering in the United States or to conduct a public
offering of securities in the United States.

This document is only being distributed to and is only directed at (i) per-
sons who are outside the United Kingdom or (ii) to investment
professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii)
high net worth companies, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all
such persons in (i), (ii) and (iii) above together being referred to as"relevant persons"). The securities offered are only available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise acquire
such securities will be engaged in only with, relevant persons. Any person
who is not a relevant person should not act or rely on this document or
any of its contents.