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Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Stock Exchange Release
Talvivaara Mining Company Plc
15 June 2017

Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") is pleased to announce that, at the Annual General Meeting of the Company held at 11:00 am (Finnish time) today on 15 June 2017, the resolutions proposed by the Board of Directors of the Company in the notice of the meeting dated 18 May 2017 and the proposal by the Shareholders' Nomination Panel, as amended at the meeting, were duly passed.

Talvivaara's Annual General Meeting approved the financial statements and discharged the members of the Board of Directors and the CEO from liability for the financial year 2016. Annual General Meeting resolved that no dividend is paid for 2016 and that the profit for the financial period is entered into the Company's profit/loss account on the balance sheet.

The Board of Directors and the Auditor

As proposed by the Shareholders' Nomination Panel, the Annual General Meeting decided that the annual fee payable to the members of the Board of Directors for the term until the close of the Annual General Meeting in 2018 will be amended as follows: Chairman of the Board of Directors: EUR 75,000/year (previously EUR 84,000/year), Chairman of the Audit Committee: EUR 48,000/year and other Non-Executive Directors: EUR 43,000/year (previously EUR 48,000/year). The remuneration of the Executive Director is included in his base salary, and it is not paid out separately. No additional fees shall be paid for the Board Committee work, except to the Chairman of the Audit Committee and there will be no separate meeting fees payable for the Board and Board Committee meetings. The traveling expenses shall be reimbursed in accordance with the Company's travel policy.

Following the announcement by the CEO Pekka Perä at the meeting that he is no longer available for re-election to the Board of Directors of the Company, the Annual General Meeting decided, in accordance with the amended proposal by the Nomination Panel, that the number of Board members be three (3). Mr. Tapani Järvinen, Mr. Stuart Murray and Ms. Solveig Törnroos-Huhtamäki were re-elected to the Board.

It was resolved that the auditor will be reimbursed according to the auditor's invoice approved by the Company. The authorised public accountants PricewaterhouseCoopers Oy was elected as the auditor of the Company. PricewaterhouseCoopers Oy has confirmed that the auditor with principal responsibility will be APA, Mr. Juha Wahlroos.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Pekka Erkinheimo, Deputy CEO