Enersense International Oyj — Proxy Solicitation & Information Statement 2022

Jan 17, 2022

Proposals of the Shareholders’ Nomination Board of Enersense to the Annual General Meeting 2022

Proposals of the Shareholders’ Nomination Board of Enersense to the Annual General Meeting 2022

Enersense International Plc
Stock Exchange Release 17 January 2022 at 4.30 p.m.

The Shareholders’ Nomination Board of Enersense International Plc has issued to
the Board of Directors its proposal to the Annual General Meeting 2022:

Proposal on the number of the members to the Board of Directors and composition
of the Board of Directors

The Shareholders’ Nomination Board proposes to the Annual General Meeting that
the Board of Directors is composed of six (6) members.

The Shareholders’ Nomination Board proposes that the following persons are re
-elected as members of the Board of Directors for a term of office ending at the
Annual General Meeting 2023: Jaakko Eskola, Sirpa-Helena Sormunen, Herkko Plit,
Sari Helander, Päivi Jokinen and Petri Suokas.

The Board of Directors will elect the chairperson and the deputy chairperson
among themselves. The Nomination Board recommends to inaugural meeting of the
Board of Directors that Jaakko Eskola is re-elected as the chairperson and Sirpa
-Helena Sormunen is re-elected as the deputy chairperson.

All candidates have given their consent for the positions and all candidates
are, based on the evaluation of the Nomination Board at the time of issuing the
proposals, independent of the company. The independence of Herkko Plit shall be
re-evaluated subject to the completion of the investment and co-operation
arrangement with P2X Solutions Oy announced by Enersense on 8 December 2021.
Sirpa-Helena Sormunen, Herkko Plit, Sari Helander and Päivi Jokinen are also
independent of major shareholders.

The biographical details of the members proposed to be re-elected can be found
on the company’s website at: www.enersense.com/investors/governance/board-of
-directors

Proposal on the remuneration of the members of the Board of Directors

The Shareholders’ Nomination Board proposes to the Annual General Meeting 2022
that remuneration would be paid to the members of the Board of Directors as
follows:

· annual fee of the chairperson EUR 40,000
· annual fee of the deputy chairperson EUR 30,000
· annual fee of a member EUR 25,000

In addition, a meeting fee would be paid for each meeting of the Board of
Directors and its committees: EUR 1,000 for the chairperson of the Board of
Directors and committees and EUR 500 for other members. Travelling costs are
proposed to be compensated according to company policy valid from time to time.

The chairperson of the Shareholders’ Nomination Board that prepared the
proposals to the Annual General Meeting 2022 is Alexander Ehrnrooth, Nidoco AB
and Risto Takkala, MBÅ Invest Oy and Kyösti Kakkonen, Joensuun Kauppa ja Kone Oy
act as members to the Nomination Board. The chairperson of the Board of
Directors, Jaakko Eskola, acts as an expert in the Nomination Board.

The proposals of the Nomination Board shall be included in the invitation to the
general meeting.

More information:

Alexander Ehrnrooth, chairperson of the Shareholders’ Nomination Board
Telephone: +358 400 816 116 (http://tel:+358%20400%20816%20116)

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense in brief:

Enersense International Plc is a provider of zero-emission energy solutions. The
company is strongly involved in supporting the ongoing energy transition and
enabling a zero-emission society. The Enersense Group’s turnover in 2020 was
around EUR 144 million. The pro forma turnover of the Enersense-Empower Group,
which was consolidated in 2020, was around EUR 241 million in 2020. The company
has around 2,000 employees, and it operates in Finland and internationally in
around 40 countries. Enersense’s share is quoted on the Nasdaq Helsinki
(ESENSE). The company provides information for investors
at www. (http://publish.ne.cision.com/l/vukkjsxic/www.enersense.com/sijoittajalle
)enersense.com/investors (http://publish.ne.cision.com/l/vukkjsxic/www.enersense.
com/sijoittajalle).