Pohjola Pankki Oyj - Decisions of general meeting

Decisions by Pohjola Bank plc's Annual General Meeting

Pohjola Bank plc 		                                                           
COMPANY RELEASE: Release category: DECISIONS BY THE ANNUAL GENERAL MEETING 
26 March 2010, 4.10 pm         

Decisions by Pohjola Bank plc's Annual General Meeting                          

Pohjola Bank plc's Annual General Meeting (AGM) of 26 March 2010 adopted the    
Financial Statements for 2009, discharged members of the Board of Directors and 
the President and CEO from liability and decided to distribute a dividend of EUR
0.34 per Series A share and EUR 0.31 per Series K share. The AGM confirmed the  
number of members of the Board of Directors at eight and approved the proposal  
by the Board of Directors for the alteration of the Articles of Association and 
for a Board share issue authorisation.                                          

DECISIONS BY THE AGM                                                            

1. Adoption of the Financial Statements                                         

The AGM adopted the Parent Company Income Statement and Balance Sheet for 2009  
and the Consolidated Income Statement and Balance Sheet for 2009.               

2. Dividend distribution and donations to a public good                         

The AGM decided to distribute a per-share dividend of EUR 0.34 for Series A     
shares and EUR 0.31 for Series K shares. The dividend record date is 31 March   
2010 and the payment date 9 April 2010.                                         

In addition, the AGM decided to reserve a maximum of EUR 500,000 for use by the 
Board of Directors for donations and other contributions to the public good.    

3. Discharge from liability                                                     

The AGM discharged the Board members and the President and CEO from liability   
for the financial year 2009.                                                    

4. Board of Directors                                                           

The AGM confirmed the number of Board members at eight.                         

The AGM elected the following members to the Board of Directors until the       
closing of the next AGM: Merja Auvinen, Managing Director; Jukka Hienonen, M.Sc.
(Econ. & Bus. Adm.); Simo Kauppi, Managing Director; Satu Lähteenmäki, Director 
of the Turku School of Economics; Harri Sailas, President and CEO; and Tom von  
Weymarn. Mr Sailas is a new Board member.                                       

In addition to the abovementioned Board members, Reijo Karhinen, Chairman of the
Executive Board of OP-Pohjola Group Central Cooperative, the parent institution,
acts as the Chairman of the Board of Directors and Tony Vepsäläinen, President  
of OP-Pohjola Group Central Cooperative and Vice Chairman of the Executive Board
of OP-Pohjola Group Central Cooperative, as Vice Chairman, in accordance with   
the Articles of Association.                                                    

The monthly Board emoluments approved by the AGM are as follows: Chairman EUR   
7,000, Vice Chairman EUR 5,000 and other members EUR 4,000. In addition, all    
Board members receive an attendance allowance of EUR 500 per meeting.           

5. Auditors                                                                     

The AGM re-elected KPMG Oy Ab, a firm of authorised public accountants, to act  
as the auditor with Sixten Nyman, Authorised Public Accountant, acting as the   
chief auditor.                                                                  

The AGM decided that the auditor's remuneration be based on a reasonable        
invoiced amount.                                                                

6. Alteration of the Articles of Association                                    

The AGM decided to alter Article 10 with respect to the provision governing the 
time of notice of the general meeting of shareholders.                          

The revised Article 10, adopted by the AGM, is appended to this release in its  
entirety.                                                                       

7. Board authorisation to decide on a share issue                               

The AGM decided to authorise the Board of Directors to decide on one or several 
rights issues. The total number of Series A and Series K shares offered for     
subscription in such a rights issue may not exceed 24,000,000 and 6,000,000,    
respectively.                                                                   

The Board of Directors is also authorised to waive the shareholders' pre-emptive
right (private placement), should there be, from the Company's perspective, a   
financially cogent reason to do so, in accordance with the Finnish Limited      
Liability Companies Act. In such a case, this authorisation may be exercised for
the purpose of financing and executing company acquisitions or other            
transactions relating to the Company's business.                                

The authorisation contains the Board of Directors' right of stipulating the     
terms and conditions of a share issue and on other matters relating to these    
measures. The Board of Directors also has the right to determine whether the    
subscription price is to be entered in full or in part in the Company's reserve 
for invested non-restricted equity or in share capital.                         

The authorisation is effective until the following AGM.                         

8. Review by the President and CEO, and Minutes of the AGM                      

The Review presented by Mikael Silvennoinen, the President and CEO, at the AGM  
can be viewed on the Company's website at www.pohjola.fi. The Minutes of the AGM
will be available on the aforementioned website on 9 April 2009 at the latest.  

Pohjola Bank plc                                                                


Carina Geber-Teir                                                               
Senior Vice President, Corporate Communications                                 


DISTRIBUTION                                                                    
NASDAQ OMX Helsinki                                                             
London Stock Exchange                                      
Major media                                                                     
www.pohjola.fi, www.op.fi                                                       


FOR FURTHER INFORMATION, PLEASE CONTACT:                                        
Mikael Silvennoinen, President and CEO, tel. +358 (0)10 252 2549                
Carina Geber-Teir, Senior Vice President, Corporate Communications, tel. +358   
(0)10 252 8394                                                                  


APPENDIX                                                                        

AMENDED ARTICLE 10 OF POHJOLA BANK PLC'S ARTICLES OF ASSOCIATION                

Notice of the General Meeting of Shareholders shall be brought to the           
shareholders' attention, unless otherwise prescribed by law, by publishing it in
at least two newspapers, determined by the Board of Directors, no earlier than  
two (2) months and no later than three (3) weeks prior to the Meeting, or be    
brought to the shareholders' attention in another verifiable manner.            
Shareholders wishing to attend the Meeting shall register for the Meeting by the
date specified in the Notice of Meeting, which may be ten (10) days prior to the
Meeting at the earliest.