Nokia Board of Directors convenes Annual General Meeting 2016

Nokia Corporation
Stock Exchange Release
April 21, 2016 at 13.05 (CET +1)

Nokia Board of Directors convenes Annual General Meeting 2016

Espoo, Finland - Nokia announced today that its Board of Directors (the "Board") has resolved to convene the Annual General Meeting on June 16, 2016 and that the Board and its committees submit the following proposals to the Annual General Meeting:

• Proposal to pay an ordinary dividend of EUR 0.16 per share for 2015 and a special dividend of EUR 0.10 per share;
• Proposal on the Board composition;
• Proposal to increase the Board remuneration;
• Proposal to authorize the Board to repurchase company's shares;
• Proposal to authorize the Board to issue shares; and
• Proposals on the re-election of the auditor and the auditor's remuneration.

Proposal on the payment of dividend

As announced earlier, the Board proposes to the Annual General Meeting that an ordinary dividend of EUR 0.16 per share be paid for the financial year 2015. In addition the Board proposes that in line with the capital structure optimization program announced on October 29, 2015 a special dividend of EUR 0.10 per share be paid. The ex-dividend date would be at New York Stock Exchange on June 16, 2016 and at Nasdaq Helsinki and Euronext Paris on June 17, 2016. The dividend record date would be on June 20, 2016 and the aggregate dividend is expected be paid on or about July 5, 2016.

Proposal on the Board composition

Jouko Karvinen and Simon Jiang have informed that they will no longer be available for re-election to the Board after the Annual General Meeting.

The Board's Corporate Governance and Nomination Committee proposes to the Annual General Meeting that the number of Board members be nine (9) and that the following current Board members be re-elected as members of the Nokia Board of Directors for a term ending at the close of the Annual General Meeting 2017: Vivek Badrinath, Bruce Brown, Louis R. Hughes, Jean C. Monty, Elizabeth Nelson, Olivier Piou, Risto Siilasmaa and Kari Stadigh.

In addition, the Committee proposes that Carla Smits-Nusteling, who is former Chief Financial Officer of KPN and a non-executive director and investor, be elected as a new member to the Nokia Board of Directors for the same term.

Additional information on the Board candidates will be available in the Committee proposal which will be published simultaneously with the notice to the Annual General Meeting.