PROPOSALS BY THE SHAREHOLDERS’ NOMINATION BOARD TO THE ANNUAL GENERAL MEETING 2024 OF ROBIT PLC

ROBIT PLC        STOCK EXCHANGE RELEASE        19 JANUARY 2024 AT 12.00 EET
                     
PROPOSALS BY THE SHAREHOLDERS’ NOMINATION BOARD TO THE ANNUAL GENERAL MEETING 2024 OF ROBIT PLC

1. Number of members of the Board of Directors

The Shareholders’ Nomination Board proposes to the AGM 2024 that six (6) members will be elected to the Board of Directors.

2. Composition of the Board of Directors

The current members of Robit Plc’s Board of Directors are Lasse Aho, Anne Koutonen, Mikko Kuitunen, Harri Sjöholm, Markku Teräsvasara and Eeva-Liisa Virkkunen. The Nomination Board proposes to the AGM 2024 that the abovementioned persons be re-elected, exclusive of Anne Koutonen, who has informed that she will not be available in the election of the Board in the next AGM. The Nomination Board proposes that Kai Telanne be elected as the new member of the Board. The resume of Kai Telanne is attached to this release.

All candidates have given their consent to their election and are independent of the company and its significant shareholders, except for Harri Sjöholm, who is dependent on a major shareholder. Harri Sjöholm is a major shareholder in Five Alliance Oy, which holds 27,1% percent of Robit Plc’s shares.

The biographical details of the Board Members proposed for re-election can be found at Robit Plc’s website: https://www.robitgroup.com/investor/corporate-governance/board-of-dire ...

3. Remuneration of the Board of Directors

The Nomination Board proposes to the AGM 2024 that the annual remuneration of the Chairman of the Board of Directors is EUR 60,000, of which 40% is paid in shares and the remaining 60% is withholding tax, which the company withholds and pays to the tax authorities. The annual remuneration of a member of the Board of Directors is EUR 30,000, of which 40% is paid in shares and the remaining 60% is withholding tax, which the company withholds and pays to the tax authorities.

In addition, the Nomination Board proposes that the members and Chairman of the Board of Directors will be paid for Board and Committee meetings a meeting fee of EUR 500 per meeting attended by them. In addition, travel, accommodation, and other expenses are reimbursed.

The annual remuneration for the entire term of office will be paid to the members and Chairman of the Board of Directors in December 2024. The shares that form part of the remuneration payable to the Chairman of the Board and to the Board members can be new shares issued by the company or shares acquired thereby pursuant to an authorization provided to the Board of Directors by the General Meeting. The receiver of the remuneration will pay the applicable transfer tax.