NOTICE TO THE GENERAL MEETING


Nokian Tyres plc Stock Exchange Announcement 12.3.2010 2:00 p.m.

NOTICE TO THE GENERAL MEETING

Notice is given to the shareholders of Nokian Tyres plc to the Annual General
Meeting to be held on Thursday 8 April 2010 at 4:00 p.m in the Small Auditorium
of Tampere Hall at Yliopistonkatu 55, Tampere, Finland. The reception of
persons who have registered for the meeting and the distribution of voting
tickets will commence at 3:00 p.m. 

A. MATTERS ON THE AGENDA

1. Opening of the meeting

2. Calling the meeting to order

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

4. Recording the legality of the meeting

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

6. Presentation of the annual accounts, the Report of the Board of Directors
and the Auditors' Report for the year 2009 
- Review by the CEO

7. Adoption of the annual accounts 2009

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

The Board proposes to the Annual General Meeting that a dividend of EUR 0.40
per share be paid for the period ending on 31 December, 2009. 

The dividend shall be paid to shareholders included in the shareholder list
maintained by Euroclear Finland Ltd on the record date of 13 April, 2010. The
proposed dividend payment date is 23 April, 2010. 

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 Nomination and Remuneration Committee of Nokian Tyres' Board of Directors
proposes that the Board's annual fees remain at their current level. It is also
proposed that with the exception of the President and CEO, members of the Board
and the Nomination and Remuneration Committee are also granted an attendance
fee of EUR 600 per meeting. 

Fee paid to the Chairman of the Board is EUR 70,000 per year, while that paid
to Board members is set at EUR 35,000 per year. In addition, according to the
existing practices, 60% of the annual fee be paid in cash and 40% in company
shares, such that in the period from 8 April to 30 April, 2010, EUR 28,000
worth of Nokian Tyres plc shares will be purchased at the stock exchange on
behalf of the Chairman of the Board and EUR 14,000 worth of shares on behalf of
each Board member. This means that the final remuneration paid to Board members
is tied to the company's share performance. No separate compensation will be
paid to the President and CEO for Board work. 

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

The Nomination and Remuneration Committee of Nokian Tyres' Board of Directors
proposes to the Annual General Meeting that the Board comprises of seven
members. 

12. Election of members of the Board of Directors

The Nomination and Remuneration Committee of Nokian Tyres' Board of Directors
proposes to the Annual General Meeting that the current members (Kim Gran,
Hille Korhonen, Hannu Penttilä, Yasuhiko Tanokashira, Petteri Walldén, Aleksey
Vlasov and Kai Öistämö) be re-elected for the one-year term. 

Additional information on the proposed current Board members is available in
the Investor information section of Nokian Tyres' website at
www.nokiantyres.com/investors. 

13. Resolution on the remuneration of the auditor

The Board proposes that the auditors' fees are paid according to auditor's
invoices approved by Nokian Tyres. 
 
14. Election of auditor

The Board of Directors of Nokian Tyres proposes to the Annual General Meeting
that KPMG Oy Ab, authorised public accountants, be elected as auditors for the
2010 financial year. 

15. The Board's proposal on the granting of stock options and the management's
share ownership plan. 

The Board proposes that the Annual General Meeting decides on the granting of
stock options to the personnel of Nokian Tyres Group and to its fully owned
subsidiary on the terms outlined below. 

The company has a weighty financial reason for issuing stock options since they
are intended to form a part of the incentive and commitment programme for the
personnel. The purpose of the issue is to encourage the personnel to work on a
long-term basis to increase shareholder value. Another purpose of the stock
options is to increase personnel commitment to the company. The stock options
entitle their holders to subscribe for a maximum total of 4,000,000 new shares
in the company. The stock options now issued can be exchanged for shares
constituting a maximum total of 3 % of the company's shares and votes of the
shares, after the potential share subscription. 

The subscription price for stock options is based on the market price of Nokian
Tyres shares in NASDAQ OMX Helsinki Oy (Helsinki Stock Exchange) in April 2010,
April 2011 and April 2012. 

The share subscription period for stock options 2010A shall be 1 May 2012 — 31
May 2014, for stock options 2010B, 1 May 2013 — 31 May 2015 and for stock
options 2010C, 1 May 2014 — 31 May 2016. 

A share ownership plan shall be incorporated with the 2010 stock options,
obliging the Group's senior management to acquire the Company's shares with a
proportion of the income gained from the stock options. The stock option plan
and the management's share ownership plan have been introduced in more detail
in a stock exchange release “Proposals by the board of directors of Nokian
Tyres plc to the Annual General Meeting” 
on 11 February 2010. 

16. Proposal by the Board of Directors to amend the Articles of Association
 
The Board of Directors proposes that the article regarding the invitation to a
General Meeting of shareholders be amended due to an amendment to the Finnish
Companies Act now in effect as follows: 

9§ Invitation to Annual General Meeting
The invitation to Annual General Meeting must be published, in accordance with
the Board of Directors' decision, on the company's website and in one national
and one Tampere region daily newspaper, no earlier than three months before the
record date referred to in Chapter 4, section 2, subsection 2 of the Finnish
Companies Act and no later than three weeks before the Annual General Meeting.
The invitation must, however, be delivered no later than nine days before the
record date of the Meeting. 

17. Proposal by the Board of Directors about donations to universities

The Board of Directors proposes to the Annual General Meeting that the Board be
authorised to donate a maximum of EUR 500,000 to support universities and other
institutes of higher education, and to decide on the payment schedules of
donations and other terms relating to donations. 

18. 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 Annual General Meeting as well as this notice are available on
Nokian Tyres plc's website at www.nokiantyres.com/investors. The Annual Report,
including the company's annual accounts, the Report of the Board of Directors
and the Auditor's Report, is available on the above-mentioned website no later
than 18 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. The minutes of the
meeting will be available on the company's website no later than 22 April,
2010. 

Financial Statements and the Board Proposals referred to above, with
Appendices, will be available at the company headquarters at Pirkkalaistie 7,
37100 Nokia, for one week before the Annual General Meeting. 

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE ANNUAL GENERAL MEETING

1. The right to participate and registration

Each shareholder, who is registered no later than 25 March, 2010 in the
shareholders' register 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, who wants to participate in the Annual General Meeting, shall
register for the meeting no later than 1 April, 2010 at 10:00 EET, either in
writing to Nokian Tyres plc, Annual General Meeting, P.O. Box 20, FIN-37101
Nokia, by phone at +358 10 401 7641, by fax at +358 10 401 7799, by e-mail to
yhtiokokous@nokiantyres.com, or in internet www.nokiantyres.com/AGM2010. 

In connection with the registration, a shareholder is asked to notify his/her
name, personal identification number, address, telephone number and the name of
a possible assistant or proxy representative, as well as the personal
identification number of said representative. Registrations must arrive before
the end of the registration period. The personal data given to Nokian Tyres plc
is used in connection with the 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 General Meeting has the right to request information with
respect to the matters to be considered at the meeting. 

2. Proxy representative and powers of attorney

A shareholder may participate in the 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 in a reliable
manner demonstrate his/her right to represent the shareholder at the meeting.
If a shareholder participates in the General Meeting by means of several proxy
representatives representing the shareholder with shares on separate securities
accounts, the shares by which each proxy representative represents the
shareholder shall be identified in connection with the registration for the
meeting. 

Possible proxy documents should be delivered as originals to the address Nokian
Tyres plc, Annual General Meeting, P.O. Box 20, FI-37101 Helsinki, Finland,
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 shareholders' register
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 the holder of nominee registered shares, who wants
to participate in the Annual General Meeting, to be temporarily entered into
the shareholders' register of the company no later than 1 April, 2010 at 10:00
EET. 

The notification of temporary registration in the company's shareholder
register concerning nominee registered shareholders is considered registration
for the Annual General Meeting. 

4. Other instructions and information

On the date of this notice to the Annual General Meeting, 12 March, 2010,
Nokian Tyres plc has a total of 126,686,410 shares and votes. 

 
Nokian Tyres plc

Antti-Jussi Tähtinen
Vice President, Marketing and Communications

For further information, contact: Anne Leskelä, Vice President, CFO & IR, tel.
+358 10 401 7481. 

DISTRIBUTION: NASDAQ OMX Helsinki, media and www.nokiantyres.com