ELISA STOCK EXCHANGE RELEASE 11 FEBRUARY 2011 AT 8.01 am NOTICE TO THE ANNUAL GENERAL MEETING Notice is given to the shareholders of Elisa Corporation (the "Company") to the Annual General Meeting to be held on Friday, March 25, 2011 at 2:00 p.m. at Helsinki Fair Center, Congress entrance, Messuaukio 1, Helsinki. The reception of persons who have registered for the Meeting, the distribution of voting tickets and coffee will commence at 12:00 noon. A. Matters on the agenda of the Annual General Meeting 1. Opening of the Meeting 2. Calling the Meeting to order 3. Election of persons to scrutinize the minutes and to supervise the counting of votes 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 financial statements, the report of the Board of Directors and the Auditor's report for the year 2010 Review by the CEO 7. Adoption of the annual accounts 8. Resolution on the use of the profit shown on the balance sheet and the payment of dividend The Board of Directors proposes to the Annual General Meeting that the profit for the period 2010 shall be added to accrued earnings and that a dividend of EUR 0.90 per share be paid based on the adopted financial statements 2010. The dividend will be paid to the shareholders registered in the Register of Shareholders held by Euroclear Finland Ltd on the record date March 30, 2011. The Board of Directors proposes that the dividend be paid on April 7, 2011. 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 Board's Compensation and Nomination Committee proposes to the Annual General Meeting that the remunerations payable to the members of the Board of Directors be unchanged from previous year as follows: the Chairman EUR 9,000 per month, the Vice Chairman and the Chairman of the Audit Committee EUR 6,000 per month, and each member EUR 5,000 per month and additionally EUR 500 per a meeting of the Board or a meeting of a Committee. It is proposed that the monthly remuneration will be paid quarterly withholding tax deducted and Elisa shares will be purchased with the net payment on the last day of public trading of the quarter. A member of the Board is to be committed to a four (4) years' restriction to convey the shares counted from the purchasing date of any share instalment. The restriction ends earlier in case the member is no longer a member of the Board of Directors. Actual travelling expenses are remunerated. 11. Resolution on the number of members of the Board of Directors The proposal of the Board's Compensation and Nomination Committee will be published later as a stock exchange release by Elisa. 12. Election of members of the Board of Directors The proposal of the Board's Compensation and Nomination Committee will be published later as a stock exchange release by Elisa. 13. Resolution on the remuneration of the Auditor The Board's Audit Committee proposes to the Annual General Meeting that the auditor to be elected be reimbursed according to the auditor's invoice. 14. Resolution on the number of Auditors The Board's Audit Committee proposes to the Annual General Meeting that one (1) auditor to be elected. 15. Election of Auditor The Board's Audit Committee proposes to the Annual General Meeting that KPMG Oy Ab be re-elected as the Company's auditor for the financial period 2010. KPMG Oy Ab has informed the Audit Committee that the auditor with principal responsibility would be Esa Kailiala. 16. Authorizing the Board of Directors to decide on the distribution of funds from unrestricted equity The Board of Directors proposes that the Annual General Meeting authorize the Board of Directors to resolve to distribute funds from the unrestricted equity to the maximum amount of EUR 70,000,000. The funds from the unrestricted equity may be distributed in one or several instalments. Funds may be distributed either out of accrued earnings or out of the reserves of unrestricted equity. The Board of Directors shall have the right to decide on other matters related to the distribution. It is proposed that the authorization be effective until the beginning of the following Annual General Meeting. 17. Authorizing the Board of Directors to decide on the repurchase of the Company's own shares The Board of Directors proposes that the Annual General Meeting authorize the Board of Directors to resolve to repurchase or accept as pledge a maximum number of 5,000,000 Elisa shares by using funds in the unrestricted equity. The repurchase may be carried out in one or several instalments. The highest price paid for the shares repurchased under the authorization shall be the market price of Elisa shares in public trading at the time of purchase. In repurchasing of the Elisa shares derivative, share lending and other arrangement customary in the capital market may be concluded pursuant to law and other applicable regulation. The authorization entitles the Board of Directors repurchase the shares in another proportion than that of the shares held by the current shareholders (directed acquisition). The shares may be repurchased in order to carry out acquisitions or other arrangements related to the Company's business, to improve the capital structure of the Company, to be used as part of the incentive compensation plan, to be transferred for other purposes, or to be cancelled. The Board of Directors shall have the right to decide on other matters related to the purchase of Elisa shares. It is proposed that the authorization be effective until June 30, 2012 and terminate the authorization for repurchasing granted by the Annual General Meeting on March 18, 2010. 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 Elisa Corporation's website at www.elisa.fi/annualgeneralmeeting. The annual report of Elisa Corporation, including the Company's financial statements, the report of the Board of Directors and the Auditor's report, is available on the above-mentioned website on March 4, 2011 at the latest. The proposals of the Board of Directors and the financial statements are also available at the Meeting and 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 above-mentioned website as from April 8, 2011. C. Instructions for the participants in the Annual General Meeting 1. Shareholders registered in the shareholders' register Each shareholder, who is registered on March 15, 2011 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 is registered in the shareholders' register of the company and who wants to participate in the Annual General Meeting, shall register for the Meeting no later than March 18, 2011 at 6:00 p.m. by giving a prior notice of participation. Such notice can be given: a) through Elisa's websitewww.elisa.fi/annualgeneralmeeting (available only for directly registered shareholders); b) by e-mail elisa.yhtiokokous@yhteyspalvelut.elisa.fi; c) by telephone +358 800 0 6242 from Monday to Friday at 8:00 a.m. - 6:00 p.m.; d) by telefax +358 10 262 2727; or e) by regular mail to Elisa Corporation, Yhtiökokousilmoittautumiset, PO Box 138, FI-33101 Tampere, 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 the Company is used only in connection with the Meeting and with the processing of related registrations. 2. Holders of nominee registered shares A holder of nominee registered shares has the right to participate in the Annual General Meeting by virtue of such shares, based on which he/she on the record date of the general meeting, i.e. on March 15, 2011, would be entitled to be registered in the shareholders' register of the company held by Euroclear Finland Ltd. The right to participate in the general meeting requires, in addition, that the shareholder on the basis of such shares has been registered into the temporary shareholders' register held by Euroclear Finland Ltd. at the latest by March 22, 2011 by 10 am. As regards nominee registered shares this constitutes due registration for the Annual General Meeting. A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the temporary shareholder's 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 has to register a holder of nominee registered shares, who wants to participate in the general meeting, into the temporary shareholders' register of the company at the latest by the time stated above. 3. 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 to the above mentioned e-mail (e.g. as pdf attachement), telefax or regular mail address before the last date for registration. 4. Other information Pursuant to Chapter 5, Section 25 of the Company's Act, a shareholder who is present at the Annual General Meeting has the right to request information with respect to the matters to be considered at the Meeting. On the date of this notice to the Annual General Meeting, 10 February 2011 the total number of shares and votes in Elisa Corporation is 166,307,586. Helsinki, February 10, 2011 ELISA CORPORATION The Board of Directors ELISA Vesa Sahivirta Director, IR and Financial Communication tel. +358 10 262 3036 Distribution: NASDAQ OMX Helsinki Major Media www.elisa.com [HUG#1487961]