Talvivaara Mining Company Plc: NOTICE OF EXTRAORDINARY GENERAL MEETING

Stock Exchange Release
Talvivaara Mining Company Plc
14 February 2013


TALVIVAARA MINING COMPANY PLC

(Incorporated and registered in the Republic of Finland with business identity
code 1847894-2)

NOTICE OF EXTRAORDINARY GENERAL MEETING



The shareholders of TALVIVAARA MINING COMPANY PLC (the "Company") are hereby
invited to the extraordinary general meeting of the Company to be held on 8
March 2013 at 10:00 a.m. (GMT+2) at Finlandia Hall, Mannerheimintie 13 e, FI-
00100 Helsinki, Finland. Registration of attendees will start at 9:00 a.m.
(GMT+2).

THE MATTERS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING

The meeting will consider the following matters:

1. Opening of the meeting

2. Calling the extraordinary general meeting to order

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

4. Recording the legality of the extraordinary general meeting

5. Recording the attendance at the extraordinary general meeting and adoption of
the list of votes

6. Authorising the Board of Directors to decide on a share issue

The Board of Directors proposes that the extraordinary general meeting would
authorise the Board of Directors to undertake a share issue for consideration
pursuant to the shareholders' pre-emptive subscription right. The Board of
Directors would have the right to decide upon the offering to parties determined
by the Board of Directors of any shares that may remain unsubscribed for
pursuant to the shareholders' pre-emptive subscription right. A maximum number
of 26,000,000,000 new shares could be issued in the share issue. The Board of
Directors would be authorised to determine the subscription price for the new
shares and the other terms and conditions of the share issue. The authorisation
of the Board of Directors to issue shares would be valid until 31 December
2013. The authorisation is conditional upon the granting of the authorisation
referred to in Section 7.

7. Authorising the Board of Directors to decide to issue new shares and/or
special rights entitling to shares in deviation from the pre-emptive
subscription rights of the shareholders

The Board of Directors proposes that the extraordinary general meeting would,
with the majority set forth in Article 14 of the Articles of Association, grant
an authorisation to the Board of Directors to decide to issue up to 600,000,000
new shares through one or several share issues and/or by granting of special
rights entitling to shares, as referred to in Chapter 10, Section 1, of the
Finnish Companies Act in order to carry out an adjustment of the conversion
price in accordance with the terms and conditions of the convertible bonds of
the Company due 2013 resulting from the share issue referred to in Section 6.
The authorisation would be valid until 31 December 2013. The use of the
authorisation is conditional upon the completion of the share issue referred to
in Section 6.

8. Closing of the meeting

THE MEETING MATERIALS

This notice, which includes the proposals of the Board of Directors on the
agenda of the extraordinary general meeting, is available on the Company's
website at www.talvivaara.com/egm-2013. The Company's annual accounts, the
related reviews of the Board of Directors and the related auditor's reports for
the years ended 31 December 2011 and 2012, the Interim Report for January -
March 2012, the Interim Report for January - June 2012, the Interim Report for
January - September 2012, the Annual Results Review 2012 and the statement by
the Board of Directors on the events occurring after the Annual Results Review
2012 and having a material effect on the position of the Company are also
available on the above-mentioned website. The proposals of the Board of
Directors, the Company's annual accounts, the related reviews of the Board of
Directors and the related auditor's reports for the years ended 31 December
2011 and 2012, the Interim Report for January - March 2012, the Interim Report
for January - June 2012, the Interim Report for January - September 2012 and the
Annual Results Review 2012 and the statement by the Board of Directors on the
events occurring after the Annual Results Review 2012 and having a material
effect on the position of the Company will also be available at the meeting.
Copies of these documents and of this notice will be sent to shareholders upon
request.

INSTRUCTIONS FOR THE PARTICIPANTS IN THE GENERAL MEETING

The right to participate and registration

Each shareholder who is registered on 26 February 2013 in the register of
shareholders of the Company held by Euroclear Finland Ltd has the right to
participate in the extraordinary general meeting. A shareholder whose shares are
registered on his/her personal Finnish book-entry account is registered in the
shareholders' register of the Company.

A shareholder wishing to participate in the extraordinary general meeting shall
register for the meeting no later than 4:00 p.m. (GMT+2) on 5 March 2013 by
giving a notice of attendance. Such notice can be given either by e-mail to the
address egm@talvivaara.com, by facsimile to the number +358 20 712 9801 or by
regular mail to the Company's address, Ahventie 4 B, 5th floor, FI-02170 Espoo,
Finland, or via the Company's website, www.talvivaara.com. Internet registration
via the Company's website is expected to commence on 14 February 2013.

In connection with the registration, a shareholder shall notify his/her name,
personal identification number/business identity code, address, telephone number
and the name of a possible assistant or proxy representative and the personal
identification number of a proxy representative. The personal data given to the
Company is used only in connection with the extraordinary general meeting and
with the processing of related registrations.

Pursuant to chapter 5, section 25 of the Finnish Companies Act, a shareholder
who is present at the extraordinary general meeting has the right to ask
questions with respect to the matters to be considered at the meeting.

Proxy representative and powers of attorney

A shareholder may participate in the extraordinary general meeting and exercise
his/her rights at the meeting by way of proxy representation. A proxy
representative shall produce a dated proxy document or otherwise in a reliable
manner demonstrate his/her right to represent the shareholder at the
extraordinary general meeting.

When a shareholder participates in the extraordinary general meeting by means of
several proxy representatives representing the shareholder with shares at
different securities accounts, the shares by which each proxy representative
represents the shareholder shall be identified in connection with the
registration for the extraordinary general meeting.

Possible proxy documents should be delivered in originals to the Company at the
Company's address given above before the last date for registration.

Holder of nominee registered shares

A holder of nominee registered shares is advised to request without delay
necessary instructions regarding the registration in the register of
shareholders of the Company, the issuing of proxy documents and the registration
for the extraordinary general meeting from his/her custodian bank. The account
operator of the custodian bank will register a holder of nominee registered
shares, who wants to participate in the extraordinary general meeting, to be
temporarily entered into the register of shareholders of the Company at the
latest on 5 March 2013 by 10:00 a.m. (GMT+2).

Other instructions and information

On the date of this notice to the extraordinary general meeting, 14 February
2013, the total number of shares and votes in the Company is 272,309,640.

The extraordinary general meeting will be held in the Finnish language, but
questions can also be presented in the English language.

Espoo, Finland, on 14 February 2013

TALVIVAARA MINING COMPANY PLC

THE BOARD OF DIRECTORS


TALVIVAARA NOTICE OF EXTRAORDINARY GENERAL MEETING 14.2.2013:
http://hugin.info/136227/R/1678147/547601.pdf



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Source: Talvivaaran Kaivososakeyhtiö Oyj via Thomson Reuters ONE
[HUG#1678147]




Unternehmen: Talvivaaran Kaivososakeyhtiö Oyj - ISIN: FI0009014716