Resolutions of Extraordinary General Meeting of Talvivaara Mining Company

Stock Exchange Release
Talvivaara Mining Company Plc
8 March 2013


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA OR JAPAN OR ANY
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Resolutions of Extraordinary General Meeting of Talvivaara Mining Company Plc


An Extraordinary General Meeting of Talvivaara Mining Company Plc (the
"Company") has on 8 March 2013 resolved to approve the proposal by the Board of
Directors to authorise the Board of Directors to undertake a share issue for
consideration pursuant to the shareholders' pre-emptive subscription right. The
Board of Directors has 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 can be issued in the share issue. The Board
of Directors is 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 is valid until 31 December 2013.

In addition, the Extraordinary General Meeting of the Company has resolved to
approve the proposal of the Board of Directors to grant an authorisation to the
Board of Directors to decide on the issue of 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. The authorisation is valid until 31
December 2013. The use of the authorisation is conditional upon the completion
of the share issue.



ENQUIRIES
Talvivaara Mining Company Plc +358 20 712 9800
Pekka Perä CEO
Saila Miettinen-Lähde, Deputy CEO and CFO




Talvivaara Mining Company Plc

Talvivaara Mining Company is an internationally significant base metals producer
with its primary focus on nickel and zinc using a technology known as
bioheapleaching to extract metals out of ore. Bioheapleaching makes extraction
of metals from low grade ore economically viable. The Talvivaara deposits
comprise one of the largest known sulphide nickel resources in Europe. The ore
body is estimated to support anticipated production for several decades.
Talvivaara has secured a 10-year off-take agreement for 100 per cent of its main
output of nickel and cobalt to Norilsk Nickel and entered into a long-term zinc
streaming agreement with Nyrstar NV. Talvivaara is listed on the London Stock
Exchange Main Market and NASDAQ OMX Helsinki. Further information can be found
at www.talvivaara.com.



DISCLAIMER

This announcement is an advertisement and not a prospectus and investors should
not subscribe for or purchase any shares or securities referred to in this
announcement except on the basis of information in the applicable prospectus
which, subject to approval from the Finnish Financial Supervisory Authority,
which are expected to be published by Talvivaara in connection with the rights
issue. Copies of the prospectus will, following publication and distribution, be
available from Talvivaara's registered office. Nothing in this announcement
should be interpreted as a term or condition of the rights issue.

The information contained herein is not for publication or distribution,
directly or indirectly, in or into the United States, Canada, Australia, Hong
Kong, South Africa or Japan. These written materials do not constitute an offer
of securities for sale in the United States, nor may the securities be offered
or sold in the United States absent registration or an exemption from
registration as provided in the U.S. Securities Act of 1933, as amended, and the
rules and regulations thereunder. There is no intention to register any portion
of the offering in the United States or to conduct a public offering of
securities in the United States.

The issue, exercise or sale of securities in the offering are subject to
specific legal or regulatory restrictions in certain jurisdictions. Talvivaara
assumes no responsibility in the event there is a violation by any person of
such restrictions.

The information contained herein shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the securities
referred to herein in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any such jurisdiction. Investors must
neither accept any offer for, nor acquire, any securities to which this
announcement refers, unless they do so on the basis of the information contained
in the applicable prospectus published or distributed by Talvivaara.

Talvivaara has not authorised any offer to the public of securities in any
Member State of the European Economic Area other than Finland and the United
Kingdom. With respect to each Member State of the European Economic Area other
than Finland and the United Kingdom and which has implemented the Prospectus
Directive (each, a "Relevant Member State"), no action has been undertaken or
will be undertaken to make an offer to the public of securities requiring
publication of a prospectus in any Relevant Member State. As a result, the
securities may only be offered in Relevant Member States (a) to any legal entity
which is a qualified investor as defined in the Prospectus Directive; or (b) in
any other circumstances falling within Article 3(2) of the Prospectus Directive.
For the purposes of this paragraph, the expression an "offer of securities to
the public" means the communication in any form and by any means of sufficient
information on the terms of the offer and the securities to be offered so as to
enable an investor to decide to exercise, purchase or subscribe the securities,
as the same may be varied in that Member State by any measure implementing the
Prospectus Directive in that Member State and the expression "Prospectus
Directive" means Directive 2003/71/EC (and amendments thereto, including the
2010 PD Amending Directive, to the extent implemented in the Relevant Member
State), and includes any relevant implementing measure in the Relevant Member
State and the expression "2010 PD Amending Directive" means Directive
2010/73/EU.

This communication includes forward-looking statements within the meaning of the
securities laws of certain applicable jurisdictions. These forward-looking
statements include, but are not limited to, all statements other than statements
of historical facts contained in this communication, including, without
limitation, those regarding Talvivaara's strategy, plans, objectives, goals and
targets. By their nature, forward looking statements involve known and unknown
risks, uncertainties and other factors because they relate to events and depend
on circumstances that may or may not occur in the future. Talvivaara cautions
you that forward-looking statements are not guarantees of future performance and
are based on numerous assumptions and that its actual results of operations,
including its financial condition and liquidity, may differ materially from (and
be significantly more negative than) those made in, or suggested by, the
forward-looking statements contained in this communication. In particular, this
communication includes forward-looking statements relating to Talvivaara's plans
to address the recent operational challenges faced by Talvivaara. Such estimates
are based on a number of assumptions that are, in turn, based on currently
available information and judgments based on such information. However, these
assumptions are inherently uncertain and subject to a wide variety of
significant operational and regulatory risks and uncertainties that could cause
the actual outcome of Talvivaara's actions to materially differ from those
anticipated.

No statement in this announcement is intended as a profit forecast or a profit
estimate and no statement in this announcement should be interpreted to mean
that earnings per share for the current or future financial years would
necessarily match or exceed the historical published earnings per share. Prices
and values of, and income from, shares may go down as well as up and an investor
may not get back the amount invested. It should be noted that past performance
is no guide to future performance. Persons needing advice should consult an
independent financial adviser.

J.P. Morgan Securities plc, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting as sole sponsor for
Talvivaara and no one else in connection with the rights issue and will not
regard any other person (whether or not a recipient of this announcement) as a
client in relation to the rights issue and will not be responsible to anyone
other than Talvivaara for providing the protections afforded to its clients or
for giving advice in connection with the rights issue, the contents of this
announcement and the accompanying documents or any other transaction,
arrangement or matter referred to herein or therein.

Each of Nordea Bank Finland Plc, Merrill Lynch International, BNP PARIBAS and
Danske Bank A/S Helsinki Branch is acting exclusively for Talvivaara and for no
one else in connection with the rights issue and will not regard any other
person (whether or not a recipient of this announcement) as a client in relation
to the rights issue and will not be responsible to anyone other than Talvivaara
for providing the protections afforded to their respective clients or for
providing advice in connection with the rights issue or any other transaction,
arrangement or matter referred to herein.

This announcement should not be considered a recommendation by any of J.P.
Morgan Securities plc, Nordea Bank Finland Plc, Merrill Lynch International, BNP
PARIBAS or Danske Bank A/S Helsinki Branch or any of their respective directors,
officers, employees, advisers or any of their respective affiliates in relation
to any purchase of or subscription for securities.

No representation or warranty, express or implied, is given by or on behalf of
any of J.P. Morgan Securities plc, Nordea Bank Finland Plc, Merrill Lynch
International, BNP PARIBAS or Danske Bank A/S Helsinki Branch or any of their
respective directors, officers, employees, advisers or any of their respective
affiliates or any other person as to the accuracy, fairness, sufficiency or
completeness of the information or the opinions or the beliefs contained in this
announcement (or any part hereof).

None of the information contained in this announcement has been independently
verified or approved by any of J.P. Morgan Securities plc, Nordea Bank Finland
Plc, Merrill Lynch International, BNP PARIBAS or Danske Bank A/S Helsinki Branch
or any of their respective directors, officers, employees, advisers or any of
their respective affiliates. Save in the case of fraud, no liability is accepted
by any of J.P. Morgan Securities plc, Nordea Bank Finland Plc, Merrill Lynch
International, BNP PARIBAS or Danske Bank A/S Helsinki Branch or any of their
respective directors, officers, employees, advisers or any of their respective
affiliates for any errors, omissions or inaccuracies in such information or
opinions or for any loss, cost or damage suffered or incurred howsoever arising,
directly or indirectly, from any use of this announcement or its contents or
otherwise in connection with this announcement.

No person has been authorised to give any information or to make any
representations other than those contained in this announcement and, if given or
made, such information or representations must not be relied on as having been
authorised by Talvivaara, any of J.P. Morgan Securities plc, Nordea Bank Finland
Plc, Merrill Lynch International, BNP PARIBAS or Danske Bank A/S Helsinki Branch
or any other person. Subject to applicable rules and regulations, the issue of
this announcement shall not, in any circumstances, create any implication that
there has been no change in the affairs of Talvivaara and its group since the
date of this announcement or that the information in it is correct as at any
subsequent date.

This communication is directed only at (i) persons who are outside the United
Kingdom or (ii) persons who have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth
entities, and other persons to whom it may lawfully be communicated, falling
within Article 49(2) of the Order (all such persons together being referred to
as "relevant persons"). Any investment activity to which this communication
relates will only be available to and will only be engaged with, relevant
persons. Any person who is not a relevant person should not act or rely on this
announcement or any of its contents.

Neither the content of Talvivaara's website (or any other website) nor the
content of any website accessible from hyperlinks on Talvivaara's website (or
any other website) is incorporated into, or forms part of, this announcement.

Resolutions of EGM of Talvivaara Mining Co Plc 8.3.13:
http://hugin.info/136227/R/1683977/551276.pdf



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Source: Talvivaaran Kaivososakeyhtiö Oyj via Thomson Reuters ONE
[HUG#1683977]




Unternehmen: Talvivaaran Kaivososakeyhtiö Oyj - ISIN: FI0009014716