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Disclosure under chapter 2 section 9 of the securities market act

Stock Exchange Release - 03/26/2007 at 06:55 PM

Sampo plc (business code 01422113-3) has today received from Exista hf the attached disclosure in accordance with Chapter 2 Section 9 of the Securities Market Act regarding use of voting rights related to Sampo plc’s shares.

SAMPO PLC

Jarmo Salonen
Head of Investor Relations and Group Communication
tel. +358 10 516 0030


Distribution:
Helsinki Stock Exchange
The principal media
Financial Supervision
www.sampo.com


ATTACHMENT EXISTA’S DISCLOSURE


Finnish Financial Supervision Authority
Snellmaninkatu 6
P.O. Box 159
FI-00101 Helsinki
Finland
Fax: + 358 10 831 5230

Sampo Plc.
Unioninkatu 22, Helsinki
FI-00075 SAMPO
Finland
Fax: + 358 10 516 0016 In Helsinki, 26 March 2007



flagging notification referred to in chapter 2, section 9, of the securities markets Act regarding use of voting rights

Exista hf. and its group companies have made arrangements that will, if completed, enable Exista hf. to use more than one tenth (1/10) of the total number of voting rights carried by the shares of Sampo Plc. at the Annual General Meeting of Sampo Plc. to be held on 12 April 2007.

Under chapter 2, section 9 of the Securities Markets Act, we hereby notify the Finnish Financial Supervision Authority and Sampo Plc. of the following:

1. Name of the company in which the voting rights have been acquired

Sampo Plc. (Sampo Oyj).

2. Grounds for the flagging notification

This notification is made because Exista hf. and companies controlled by it have agreed with certain shareholders of Sampo Plc. that Exista hf. and its representatives shall be entitled to use the voting rights of these shareholders in Sampo Plc. and that the number of the voting rights subject to the arrangements, if the arrangements are completed, exceeds the flagging threshold of one-tenth (1/10) calculated of the number of votes as set forth in chapter 2, section 9 of the Securities Markets Act. The agreements and the authorisations only concern the Annual General Meeting of Sampo Plc. to be held on 12 April 2007.

3. Date of acquisition of the voting rights

26 March 2007.

4. Exact proportion of voting rights in Sampo Plc., broken down by the share class

The voting rights that Exista hf. will be able to exercise at the Annual General Meeting of Sampo Plc. are as follows:

Share classNo. of shares% of all shares% of all voting rights
A shares90,121,40815.58%15.45%
B shares---
Total90,121,40815.58%15.45%
    (The share capital of Sampo Plc. comprises a total of 578,530,890 shares (577,330,890 class A shares and 1,200,000 class B shares), said shares entitling to a total of 583,330,890 votes.)

    5. Shareholder’s complete name and trade register number

    Complete name: Exista hf.

    Exista hf. is registered with the Register of Enterprises of Iceland by the registration number 610601-2350.

    Exista hf.’s address is Ármúla 3, 108 Reykjavik, Iceland.

    6. Complete names and trade register numbers of the owners of the voting rights as well as grounds for including such voting rights in the holdings of the shareholder

    Exista hf. holds a part of the shares in Sampo Plc. through its subsidiaries. These subsidiaries are controlled by Exista hf. within the meaning of chapter 1, section 5 of the Securities Markets Act. Therefore, the holdings of these subsidiaries shall be included in the holdings of Exista hf.

    The full names and trade register numbers of the subsidiaries of Exista hf. are as follows:

    NameTrade register number
    Exista fjárfestingar ehf.640205-1990, Register of Enterprises of Iceland
    Vátryggingafélag Íslands hf.690689-2009, Register of Enterprises of Iceland
    Exista hf. and its subsidiaries have agreed with certain shareholders of Sampo Plc. that Exista hf., through its representatives, shall be entitled to use the voting rights carried by the shares owned by these shareholders at the Annual General Meeting of Sampo Plc. to be held on 12 April 2007. The full names and trade register numbers of these shareholders are as follows:

    NameTrade register number
    Exafin B.V.34229055, Trade Register maintained by the Chamber of Commerce for Amsterdam
    Morgan Stanley & Co. International LimitedNo. 2068222, Registered in England and Wales
    Kaupthing Bank hf.560882-0419, Register of Enterprises of Iceland

    The voting arrangement regarding the shares of Sampo Plc. owned by Exafin B.V. is subject to completion of the share purchase transaction referred to in the flagging notification made by Exista hf. on 8 February 2007 regarding the holdings of Exafin B.V. before the Annual General Meeting of Sampo Plc.

    7. Allocation of voting rights between Exista hf. and the persons referred to in section 6 above

    Share classNo. of shares% of all shares% of all voting rights
    Exafin B.V.
    A shares55,340,4009.57%9.49%
    B shares---
    Total55,340,4009.57%9.49%
    Morgan Stanley & Co. International Limited
    A shares24,723,3134.27%4.24%
    B shares---
    Total24,723,3134.27%4.24%
    Kaupthing Bank hf.
    A shares10,010,9551.72%1.73%
    B shares---
    Total10,010,9551.72%1.73%
    Exista fjárfestingar ehf.
    A shares15,3400.003%0.003%
    B shares---
    Total15,3400.003%0.003%
    Vátryggingafélag Íslands hf.
    A shares31,4000.005%0.005%
    B shares---
    Total31,4000.005%0.005%
      8. The chain of controlled companies through which the shares and votes in Sampo Plc. are held

      Exista fjárfestingar ehf. and Vátryggingafélag Íslands hf. are 100 % owned subsidiaries of Exista hf.

      9. Details of the arrangements regarding the use of the voting rights

      Pursuant to a side letter between Morgan Stanley & Co. International Limited and Exista fjárfestingar ehf., Morgan Stanley & Co. International Limited will use its best efforts to arrange the voting rights to be exercised in accordance with the instructions of Exista fjárfestingar ehf. at the Annual General Meeting of Sampo Plc. to be held on 12 April 2007. The side letter only relates to this Annual General Meeting.

      Furthermore, the arrangement between Exista fjárfestingar ehf. and Kaupthing Bank hf. entitles Exista hf.’s representatives to attend the Annual General Meeting of Sampo Plc. with full power of attorney including, but not limited to, the right to deliberate and vote on behalf of Kaupthing Bank hf. The arrangement is only valid for the Annual General Meeting of Sampo Plc. to be held on 12 April 2007.

      In accordance with the terms of the share purchase transaction referred to in the flagging notification made by Exista hf. on 8 February 2007 regarding the holdings of Exafin B.V., if that share purchase transaction is completed before the Annual General Meeting of Sampo Plc, Exista hf. shall be entitled to instruct the exercise of the voting rights carried by the shares in Sampo Plc. owned by Exafin B.V.

      10. Holding of Exista hf.’s group companies after the expiry of the arrangements regarding the use of the voting rights

      If the pending share purchase transaction referred to in the flagging notification made by Exista hf. on 8 February 2007 regarding the holdings of Exafin B.V. has not been completed by the end of the Annual General Meeting of Sampo Plc. to be held on 12 April 2007, the holdings of Exista hf.’s group companies in Sampo Plc. will be in total 46,740 A shares held through Exista fjárfestingar ehf. and Vátryggingafélag Íslands hf. This holding represents 0.008% of the all the shares and 0.008% of all the votes in Sampo Plc.

        The agreements referred to in the flagging notification made on 8 February 2007 that Exista fjárfestingar ehf. has made entitle the company to acquire in total 34,734,268 A shares in Sampo Plc., representing 6.00% of the all the shares and 5.95% of all the votes in Sampo Plc.



                      ___________________________
                      Pekka Jaatinen, Attorney-at-Law
                      For and on behalf of Exista hf.