Coop Pank — AGM Information 2025

Mar 19, 2025

NOTICE OF CALLING THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

The Management Board of Coop Pank AS (registry code 10237832, address Maakri
30, Tallinn, Estonia, 15014; hereinafter the Company) calls the annual General
Meeting of Company's shareholders on 16 April 2025 at 1:00 pm (Estonian time)
held at Mövenpick Hotel Tallinn (previous L'Embitu hotel) conference room
"Leiger" (Lembitu str 12, Tallinn, Estonia).

According to the resolution of Company's Supervisory Board, dated 19 March
2025, the agenda of Company's annual General Meeting of shareholders with the
proposals of Company's Management Board and Supervisory Board to be adopted are
as follows (whereas the Supervisory Board has proposed to vote for the submitted
draft decisions of each item that requires voting in the agenda):

1. Approval of the consolidated Annual Report 2024 of Coop Pank AS

To approve the Annual Report 2024 of Coop Pank AS, as submitted to the General
Meeting.

1. Profit allocation of Coop Pank AS for the financial year 2024

To approve the proposal of the Management Board for allocating the net profit of
Coop Pank AS in the amount of 32 178 thousand euros as follows:

* To transfer 1 609 thousand euros to the legal reserve.
* To pay dividends in the net amount of 7,00 eurocents per share. The list of
shareholders entitled to receive dividends will be established as at
02.05.2025 COB. Consequently, the day of change of the rights related to the
shares (ex-dividend date) is set to 30.04.2025. For shares acquired from
this day onwards, the shareholder is not entitled to receive a dividend for
the Company's 2024 financial year. Dividends shall be disbursed to the
shareholders on 06.05.2025.
* To transfer the remaining part of the profit to retained earnings.

1. Overview of the Chairman of the Management Board of the business environment
   and of the financial results for the first two months of 2025

Chairman of the Management Board's overview to the shareholders of the business
environment and Company's financial results for the first two months of 2025.

1. Approval of Company's share option program

To approve the share option program of the Company for the period of 2025 -
2026 as submitted to the General Meeting.

1. Exclusion of pre-emptive subscription rights
   The pre-emptive right to subscribe for new shares, issued under Article 3.3.5 of
   the Articles of Association, belongs to Company employees covered by the share
   option program, approved by the resolution of the 13 April 2022 general meeting
   of the Company, and with whom the Company has entered into relevant option
   agreements (Option Holders). To exclude the pre-emptive subscription rights of
   the existing shareholders for the shares issued to Option Holders in accordance
   with section 3.3.5 of the Articles of Association for the purpose of executing
   the share option program of Coop Pank AS.

The circle of shareholders entitled to participate in the General Meeting is
determined as of 7 days prior to the General Meeting, i.e. at the end of the
working day of the Nasdaq CSD Estonian settlement system on 09 April 2025.
Registration of participants will start an hour before the beginning of the
meeting, i.e. at 12:00. We ask the shareholders and their representatives to
arrive in good time, taking into account the time required to register the
participants.

For participating in the General Meeting:

1. Individual shareholders should submit an identity document, their
   representatives should also hold a valid written authorisation;
2. legal representatives of corporate shareholders should submit their identity
   document; the authorised representative should also hold a valid written
   authorisation document. In case the corporate shareholder is not registered
   in the Estonian Commercial Register, we ask to provide a valid extract from
   the relevant register where the legal person is registered and from which
   the representative's right to represent the shareholder arises. The extract
   must be in English or translated into Estonian or English by a sworn
   translator or an official equivalent to sworn translator. The documents of a
   foreign shareholder must be legalised or authenticated by apostille, unless
   otherwise provided by an international agreement.

The shareholder may notify the Company of the appointment of a representative
and the revocation of the proxy by sending the documents to Company's e-mail
address [email protected] (mailto:[email protected]) or take the above documents
to the Company's office at Maakri 30, Tallinn, weekdays between 9:00 am - 5:00
pm no later than 14 April 2025 at 5:00 pm (Estonian time). The authorisation
document templates are available on the Company´s website at
https://www.cooppank.ee/en/general-meetings. If so desired, CEO of the Company
Margus Rink may be appointed as a representative to vote at the General Meeting.

Documents, concerning the General Meeting, draft decisions of the General
Meeting and other documents submitted to the General Meeting pursuant to law
(incl. the notice of calling the General Meeting, draft decisions, Annual Report
2024 of the Company, report of the supervisory board and Remuneration Report
2024), as well as other information subject to disclosure, are available for
examination on the Company´s website https://www.cooppank.ee/en/general-meetings
as well as on prior notice beginning from the notification of the General
Meeting until the day of the General Meeting at Company's headquarters in
Tallinn, Maakri 30 on working days from 9:00 am till 5:00 pm. Please contact us
in advance at [email protected] (mailto:[email protected]) to request access to
the documents.

Shareholders, whose shares represent at least 1/20 of the share capital of the
Company, may demand the inclusion of additional items on the agenda of the
annual General Meeting, if the corresponding request is filed in writing at
least 15 days prior to the General Meeting, i.e. at the latest by 11:59 pm on
01 April 2025, at the e-mail address [email protected] (mailto:[email protected])
or to the Company's location at Maakri 30,Tallinn. A draft decision or rationale
must be submitted at the same time as the proposal to supplement the agenda.

Shareholders, whose shares represent at least 1/20 of the share capital of the
Company, may submit to the Company in writing a draft resolution on each agenda
item, by posting the draft to the e-mail address [email protected]
(mailto:[email protected]) or to the Company's location at Maakri 30, Tallinn.
The draft must be submitted in electronic form or by post so that it would be
delivered to and received by the Company no later than 3 days before the General
Meeting, i.e. by 11:59 pm on 13 April 2025 at the latest.

At the General Meeting, shareholders are entitled to receive information on the
activities of the Company from the management board. Management board may refuse
to provide information if there are reasonable grounds for assuming that it may
cause significant damage to the interests of the Company. In case the board
refuses to provide information, the shareholder may require the General Meeting
to decide on the lawfulness of the request or to submit within two weeks an
application to the court in petition proceedings, to oblige the management board
to disclose information.

Questions on other organisational issues of the General Meeting are expected on
the phone +372 669 0900 on working days or at e-mail address [email protected]
(mailto:[email protected]).

Sincerely

Margus Rink
Chairman of the Management Board

Coop Pank AS