Authorisations of the Board Front pageShareAuthorisations of the BoardAnnual General Meeting 1 April 2026 Authorizing the Board of Directors to decide on a share issue and on granting option rights and other special rights entitling to shares The Annual General Meeting authorized the Board of Directors to decide on a paid share issue and on granting option rights and other special rights entitling to shares as set out in Chapter 10, Section 1 of the Finnish Limited Liability Companies Act, or on the combination of some of the aforementioned instruments in one or more tranches on the following terms and conditions: A maximum of 1,649,250 new and/or treasury shares of the Company (including shares to be issued based on special rights) may be issued under the authorization, which corresponds to approximately 10 per cent of all shares in the Company at the time of the convocation of the General Meeting. Within the limits of the foregoing authorization, the Board of Directors is given the right to decide on all terms and conditions for issuing shares and granting option rights and other special rights entitling to shares. The Board of Directors is authorized to decide on the recording of the subscription price either as a share capital increase, or fully or partly in the reserve for invested unrestricted equity. A share issue and the issuance of special rights entitling to shares may also take place as a directed issue in deviation of the shareholder’s pre-emptive right if the Company has a weighty financial reason for this under the Finnish Limited Liability Companies Act (directed issue). In that case, the authorization can be used to finance corporate acquisitions or other investments that are part of the Company’s business, to maintain and increase the Group’s solvency, to implement an incentive scheme, and to expand the ownership base and develop the capital structure. The authorization revokes the authorization granted by the Extraordinary General Meeting on 23 December 2022 to issue special rights entitling to shares and the authorization granted by the Annual General Meeting on 16 April 2025 to issue shares and to grant option rights and other special rights entitling to shares. The authorization is proposed to be effective until the close of the next Annual General Meeting, but no longer than until 30 June 2027. Authorizing the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares The Board of Directors proposes to the General Meeting that the General Meeting authorize the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares under the following conditions: A maximum of 824,630 shares may be repurchased and/or accepted as pledge, which corresponds to approximately 5 per cent of all the shares in the Company at the time of the convocation of the General Meeting. The shares will be purchased in trading organized by Nasdaq Helsinki Ltd at the market price on the date of repurchase. Own shares may be repurchased and/or accepted as pledge in deviation from the shareholders’ proportional holdings (directed repurchase and/or directed acceptance as pledge) as set out in Chapter 15, Section 6 of the Finnish Limited Liability Companies Act. The repurchase of shares reduces the Company’s unrestricted equity. The Board of Directors shall decide on the manner in which the shares are repurchased/or accepted as pledge. The authorization is proposed to be effective until the close of the next Annual General Meeting, but no longer than until 30 June 2027.
