Notice is given to the shareholders of Talvivaara Mining Company Plc to the
Annual General Meeting to be held on 15 April 2010 at 3:00 p.m. (Finnish time)
at the Company's offices in Sotkamo at Talvivaarantie 66, FI-88120 Tuhkakylä,
Finland. The reception of persons who have registered for the meeting and the
distribution of voting tickets will commence at 2:00 p.m. (Finnish time).


A.     Matters on the agenda of the Annual General Meeting

At the Annual General Meeting, the following matters will be considered:

1.      Opening of the meeting

2.      Calling the Annual General Meeting to order

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

4.      Recording the legality of the Annual General Meeting

5.      Recording  the attendance at the Annual  General Meeting and adoption of
the list of votes

6.      Presentation  of  the  annual  accounts,  the  report  of  the  board of
directors and the auditor's report for the year 2009
·                     Review by the CEO

7.      Adoption of the annual accounts

8.      Resolution  on the use  of the loss  shown on the  balance sheet and the
payment of dividend

The  Board of Directors has decided to propose that no dividend is paid and that
the  result of  the financial  period is  entered into the Company's profit/loss
account.

9.      Resolution on the discharge of the members of the Board of Directors and
the CEO from liability


10.  Resolution on the remuneration of the members of the Board of Directors

The  Remuneration Committee  of the  Board of  Directors proposes that the Board
Members'  compensation be kept unchanged,  whereby the annual compensation would
be  as follows: Chairman of the  Board of Directors EUR 153,000, Deputy Chairman
(Senior  Independent Director) EUR  64,000, Chairman of the  Audit Committee EUR
64,000, other Non-executive Directors and Executive Directors EUR 48,000.

11.  Resolution on the number of members of the Board of Directors

The  Nomination  Committee  of  the  Board  of  Directors proposes to the Annual
General  Meeting that  the number  of the  members of  the Board of Directors is
confirmed to be eight (8).

12.  Election of members of the Board of Directors

The  Nomination Committee  of the  Board of  Directors proposes that, Mr. Edward
Haslam,  Mr. Eero Niiva, Ms. Eileen Carr, Mr. D. Graham Titcombe, Mr. Pekka Perä
and  Ms. Saila  Miettinen-Lähde be  re-elected as  Board Members  and Mr. Roland
Junck  and  Mr.  Tapani  Järvinen  be  appointed  as new members of the Board of
Directors, subject to their consent.

13.  Resolution on the remuneration of the auditor

The Audit Committee of the Board of Directors proposes the Auditor be reimbursed
according to the auditor's approved invoice.

14.  Election of auditor

The  Audit Committee of  the Board of  Directors proposes that authorised public
accountants  PricewaterhouseCoopers  Oy  be  elected  as  Auditor  KHT  Ms. Ylva
Eriksson acting as the Principal Auditor.

15.  Proposal  by the Board of Directors to amend article 5 § of the Articles of
Association concerning rotation of the Members of the Board of Directors

The  Board of  Directors proposes  that the  Annual General  Meeting resolves to
amend  article 5 §  of the  Company's Articles  of Association  to provide for a
resignation  of all the members of the Board of Directors at each Annual General
Meeting of Shareholders.

16.  Proposal by the Board of Directors to amend article 12 § of the Articles of
Association concerning the notice to the General Meeting of Shareholders

The  Board of  Directors proposes  that the  Annual General  Meeting resolves to
amend article 12 § of the Company's Articles of Association regarding the notice
to  the General Meeting of Shareholders and the registration with the Company so
that it coincides with the Finnish Companies Act currently in force.

Following the proposed amendment, the shareholders are convened to the Annual or
Extraordinary  Shareholders' Meeting by a notice  sent at the earliest three (3)
months  and at the latest  twenty-one (21) days before  the meeting, however, at
the  minimum nine (9) days before the record date of the Shareholder's' Meeting.
To  be  allowed  to  take  part  in  a  Shareholders' Meeting a shareholder must
register  with the  company at  the latest  by the  date mentioned in the notice
convening  the meeting  and which  date may  not be  earlier than  ten (10) days
before the Shareholders' Meeting.

17.  Proposal  by Board  of Directors  regarding authorisation  of the  Board of
Directors to resolve on the repurchase of the Company's own shares

The  Board of  Directors proposes  that the  Annual General  Meeting resolves on
authorising  the  Board  of  Directors  to  decide  on the repurchase, in one or
several  transactions, of a  maximum of 10,000,000 of  the Company's own shares.
The  proposed number of shares  corresponds to less than  10 per cent of all the
shares  in the Company. The proposed authorisation replaces the authorisation to
repurchase  10,000,000 shares granted by the  Annual General Meeting of 28 April
2009.

Pursuant  to  the  proposal  of  the  Board  of  Directors,  own shares shall be
repurchased in proportion other than that of holdings of the shareholders and by
using  the non-restricted  equity. The  shares shall  be acquired through public
trading at the share price prevailing at the time of acquisition.

The shares shall be repurchased in order to develop the capital structure of the
Company  or to  finance or  carry out  future acquisitions, investments or other
arrangements  related  to  the  Company's  business  or as part of the Company's
personnel incentive programme. The authorisation shall also include the right to
take  the Company's own shares as pledge  to secure the potential receivables of
the Company. Own shares repurchased by the Company may be retained, cancelled or
conveyed.  The repurchase authorisation is proposed to be valid until 14 October
2011.

18.  Proposal  by Board  of Directors  regarding authorisation  of the  Board of
Directors to resolve on the conveyance of the Company's own shares

The  Board of  Directors proposes  that the  Annual General  Meeting resolves on
authorising  the  Board  of  Directors  to  decide  on the conveyance, in one or
several  transactions, of a  maximum of 10,000,000 of  the Company's own shares.
The  proposed  authorisation  replaces  the  authorisation to convey 10,000,000
shares granted by the Annual General Meeting of 28 April 2009.

The  shares held by the Company may be conveyed to the Company's shareholders in
proportion  to their present holding or  by waiving the pre-emptive subscription
rights  of the  shareholders, if  there is  a weighty  financial reason  for the
Company.

The  shares may  be conveyed  in order  to develop  the capital structure of the
Company  or to  finance or  carry out  future acquisitions, investments or other
arrangements  related  to  the  Company's  business  or as part of the Company's
personnel  incentive program. The consideration, if  any, paid in connection the
conveyance  of the  Company's own  shares shall  be recorded  in the reserve for
invested unrestricted equity.

The  Board of Directors shall decide on  other matters related to the conveyance
of  the Company's  own shares.  The conveyance  authorisation is  proposed to be
valid until 14 April 2012.

19.  Closing of the meeting

B.     Documents of the Annual General Meeting

The  proposals of  the Board  of Directors  and its  committees relating  to the
agenda  of  the  General  Meeting  as  well  as  this  notice  are  available on
Talvivaara's  website at www.talvivaara.com/agm. The annual report of Talvivaara
Mining  Company Plc, including the Company's  annual accounts, the report of the
Board of Directors and the Auditor's report, as well as the Corporate Governance
Statement  of the Company  is available on  the above-mentioned website no later
than on 16 March 2010.

The  proposals  of  the  Board  of  Directors  and  the annual accounts are also
available  at the meeting. Copies of these  documents and of this notice will be
sent to shareholders upon request.


C. Instructions for the participants in the general meeting

1.      The right to participate and registration

Each  shareholder,  who  is  registered  on  1 April  2010 in  the  register  of
shareholders  of the Company  held by Euroclear  Finland Ltd., has  the right to
participate  in  the  Annual  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  Annual  General Meeting shall
register  for the  Meeting no  later than  12 April 2010 by  giving a  notice of
attendance.   Such  notice  can  be  given  either  by  e-mail  to  the  address
agm@talvivaara.com,  by facsimile to  the number +358  20 712 9801 or by regular
mail  to  the  Company's  address  Ahventie  4 B,  5(th) floor, Espoo, FIN-02170
Finland.

In  connection with the  registration, a shareholder  shall notify his/her name,
personal  identification number,  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 Talvivaara Mining
Company  Plc is used only in connection with the Annual 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 Annual General Meeting has the right to ask questions with
respect to the matters to be considered at the meeting.

2.      Proxy representative and powers of attorney

A shareholder may participate in the Annual 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 Annual General
Meeting.

When  a  shareholder  participates  in  the  Annual  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 Annual 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.

3.      Holders 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 registration for
the  general  meeting  from  his/her  custodian  bank.  The  account  management
organization  of the custodian bank will register a holder of nominee registered
shares,  who  wants  to  participate  in  the  Annual  General  Meeting,  to  be
temporarily  entered into  the register  of shareholders  of the  Company at the
latest on 12 April 2010 by 10:00 a.m. (GMT+2).

4. Other instructions and information

On  the date  of this  notice to  the Annual  General Meeting, 9 March 2010, the
total  number  of  shares  and  votes  in  Talvivaara  Mining  Company  Plc  was
245,176,718.

The  Annual General Meeting will be held  in the Finnish language, but questions
can also be presented in the English language.

Espoo, on 9 March 2010


TALVIVAARA MINING COMPANY PLC

THE BOARD OF DIRECTORS


[HUG#1391958]