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STOCK EXCHANGE RELEASE 3 Mar 2005

DECISIONS MADE BY THE ANNUAL GENERAL MEETING OF JAAKKO PÖYRY GROUP OYJ

JAAKKO PÖYRY GROUP OYJ     Stock Exchange Notice
                           March 3, 2005 at 5.45 p.m.          1(3)

DECISIONS MADE BY THE ANNUAL GENERAL MEETING OF JAAKKO PÖYRY GROUP OYJ

The Annual General Meeting ("Annual Meeting") of Jaakko Pöyry Group Oyj
has on March 3, 2005 made the following decisions:

The Annual Meeting adopted Jaakko Pöyry Group Oyj's financial statements
and the consolidated statements and granted the members of the Board of
Directors, the company's President and CEO, and the Deputy to the
President and CEO discharge from liability for the financial year ended
December 31, 2004.

The Annual Meeting resolved that a dividend of EUR 1.20 be distributed
per outstanding share for the financial year 2004. The record date for
distribution of dividend is March 8, 2005 and the payment date is March
15, 2005.

The Annual Meeting resolved that the Board of Directors consist of six
(6) ordinary members. The Annual Meeting re-elected the following
members to the Board of Directors: Henrik Ehrnrooth, 50, B.B.A., M.Sc.
(Forest Econ.); Matti Lehti, 57, Ph.D. (Econ.); Heikki Lehtonen, 45,
M.Sc. (Eng.); Harri Piehl, 64, M.Sc. (Eng.) and Franz Steinegger, 61,
LL.Lic., Attorney at Law. In addition, the Annual Meeting elected Karen
de Segundo, 58, Master of Laws, MBA, as new member of the Board. The
Annual Meeting resolved that the annual fees of the members of the Board
of Directors be EUR 35 000 for a member, EUR 45 000 for the Vice
Chairman and EUR 55 000 for the Chairman of the Board. In addition, the
Annual Meeting authorised the Board of Directors to decide about an
additional fee of not more than EUR 10 000 per annum for each of the
foreign residents of the Board of Directors. In its first meeting
immediately following the Annual Meeting, the Board of Directors elected
Henrik Ehrnrooth as Chairman and Heikki Lehtonen as Vice Chairman. The
Board committees and their composition will be resolved in the next
Board meeting.

KPMG Oy Ab, Authorised Public Accountants, continues as Jaakko Pöyry
Group Oyj's auditors based on the resolution made in the Annual Meeting
on March 6, 2002.

Authorisation to increase the share capital

The Annual Meeting authorised the Board of Directors to decide to
increase the share capital by a new issue and/or by taking a convertible
loan and/or by issuing option rights so that based on the new issue, the
convertible bonds and the option rights the share capital can be
increased by a maximum of 1 000 000 euros by issuing for subscription a
maximum of 1 000 000 new shares at a price and on other terms to be
determined by the Board of Directors. The authorisation comprises the
right to deviate from the shareholders' pre-emptive subscription right
provided that the company has an important financial reason for the
deviation, such as strengthening the company's capital structure or
financing company acquisitions. Shares may also be subscribed for
against contribution in kind or by means of set-off. By the
authorisation the Board of Directors shall have the right to deviate
from the shareholders' pre-emptive subscription right so that, with
regard to the total amount of the increase and the total number of votes
attached to the shares to be issued, the valid unused authorisations may
correspond to a maximum of one-fifth of the registered share capital and
the aggregate number of votes attached to the shares at the time of the
authorisation by the Meeting and the decision by the Board of Directors
to increase the share capital. The authorisation shall be in force until
                                                               2(3)

the next Annual General Meeting, however not longer than one year from
the decision of this Meeting.

Acquisition of the company's own shares

The Annual Meeting authorised the Board of Directors to decide to
acquire the company's own shares with funds distributable as profit on
the terms given below:

The share acquisition reduces the company's distributable shareholders'
equity. The company's own shares can be acquired in order to strengthen
the company's capital structure, to be used as payment when the company
acquires assets related to the company's business or in possible company
acquisitions in a manner and to the extent decided by the Board of
Directors, and as part of the company's incentive programme. An
aggregate of 700 000 shares may be acquired so that the aggregate number
of votes of own shares in the company's and its subsidiaries' possession
at any one time is less than 5 percent of the votes of all shares in the
company, and their aggregate accounting par value is less than 5 percent
of the company's share capital. Shares will be acquired in accordance
with the Board of Directors' decision either through public trading or
by public offer at their market price at the time of purchase. As the
acquisition takes place in public, neither the order of acquisition nor
the effect of the acquisition on the distribution of ownership and
voting rights in the company nor the distribution of ownership and votes
among persons belonging to the inner circle of the company is known in
advance. The authorisation shall be in force until the next Annual
General Meeting, however not longer than one year from the decision of
this Meeting.

Conveyance of the company's own shares

The Annual Meeting authorised the Board of Directors to convey own
shares held by the company on the terms given below:

The authorisation encompasses a maximum of 700 000 own shares, however
so that the aggregate accounting par value or aggregate voting rights of
the conveyed shares may not be more than 5 per cent of the company's
share capital or may not represent more than 5 per cent of the votes of
all shares. The Board of Directors shall be authorised to decide to whom
and in which order own shares are conveyed. The Board of Directors shall
be entitled to decide on conveyance of own shares in an order deviating
from the shareholders' pre-emptive right to acquire own shares, provided
that the company has an important financial reason for the deviation,
such as an acquisition of assets related to the company's business or in
possible company acquisitions. The shares may be conveyed in public
trading, as payment for acquisitions of assets related to the company's
business, as payment for possible company acquisitions in a manner and
to the extent decided by the Board of Directors, or as part of the
company's incentive programme. The shares shall be conveyed at a price
at least equal to their market price at the time of conveyance as
determined in public trading. The authorisation shall be in force until
the next Annual General Meeting, however not longer than one year from
the decision of this Meeting.

Merger of Jaakko Pöyry Consulting Oy into Jaakko Pöyry Group Oyj

The  Annual  Meeting approved the merger of Jaakko Pöyry  Consulting  Oy
into  Jaakko  Pöyry Group Oyj as well as the merger plan signed  by  the
company on February 2, 2005. The Annual General Meeting of Jaakko  Pöyry
Consulting Oy has approved the merger as well as the merger plan for its
                                                               3(3)

part  on  February 18, 2005. The merger is estimated to be  executed  on
August 31, 2005.

JAAKKO PÖYRY GROUP OYJ



Erkki Pehu-Lehtonen                 Teuvo Salminen
President and CEO                   Deputy to President and CEO

Additional information by:
Satu Perälampi, Investor Relations Manager, Jaakko Pöyry Group Oyj
tel. +358 9 8947 3002, +358 40 526 3388
Anne Viitala, Group General Counsel, Jaakko Pöyry Group Oyj
tel. +358 9 8947 2811, +358 40 511 6151

www.poyry.com

DISTRIBUTION:
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