Enersense International Oyj — Proxy Solicitation & Information Statement 2023

Jan 26, 2023

Enersense's Shareholders' Nomination Board's proposals to the 2023 Annual General Meeting

Enersense's Shareholders' Nomination Board's proposals to the 2023 Annual General Meeting

Enersense International Plc
Stock exchange release, 26 January 2023 at 5:00 p.m

Enersense International Plc's Shareholders' Nomination Board has submitted the
following proposals to the company's Board of Directors for the Annual General
Meeting 2023 planned for 4 April 2023:

Proposal for the number of members in the Board of Directors and the 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, for the term of office lasting
until the end of the Annual General Meeting 2024, Jaakko Eskola, Sirpa-Helena
Sormunen, Sari Helander and Petri Suokas will be re-elected as board members,
and Anna Miettinen and Carl Haglund will be elected as new board members.
Current board members Herkko Plit and Päivi Jokinen will no longer continue as
board members.

The Nomination Board has considered the requirements set by Enersense's
operations and Enersense's diversity principles as it has prepared the
composition of the Board of Directors.

Information about the proposed board members is available on Enersense's website
at https://enersense.fi/sijoittajalle/hallinnointi/yhtiokokous/.

The Board of Directors elects its Chair and Vice Chair from among its members.
The Nomination Board recommends the first meeting of the Board of Directors that
Jaakko Eskola is re-elected as Chair of the Board of Directors and Sirpa-Helena
Sormunen is elected as Vice Chair of the Board of Directors.

All candidates have given their consent to be elected for the duty and the
Nomination Board assesses that all candidates are independent of the company at
the time of submitting the proposal. In addition, Sirpa-Helena Sormunen, Sari
Helander, Carl Haglund and Anna Miettinen are independent of any significant
shareholders. Jaakko Eskola is not independent of one of the company's
significant shareholders as he holds the position of Senior Industrial Advisor
at Nidoco AB. Petri Suokas is not independent of one of the company's
significant shareholders as he is a member of the Board of Directors of MBÅ
Invest Oy.

Proposal for the fee to be paid to the members of the Board of Directors

The Shareholders' Nomination Board proposes to the Annual General Meeting 2023
that the fees to be paid to the members of the Board of Directors in the
upcoming term of office will be:

· annual fee of EUR 42,000 (40,000) for the Chair
· annual fee of EUR 32,000 (30,000) for the Vice Chair
· annual fee of EUR 27,000 (25,000) for each member

in addition, meeting fees for each meeting of the Board of Directors and
committees:

· EUR 1,000 for Chairs of the Board of Directors and committees
· EUR 500 for other members.

Travel expenses are proposed to be reimbursed in accordance with the company's
current travel reimbursement policy.

Chair of the Shareholder's Nomination Board which prepared the proposals for the
Annual General Meeting 2023 is Alexander Ehrnrooth, Nidoco AB, and members are
Risto Takkala, MBÅ Invest Oy and Janne Vertanen, Verman Group Oy. Jaakko Eskola,
Chair of the Board of Directors, serves as an expert for the Nomination Board.

The Nomination Board's proposals will be added to the notice of the Annual
General Meeting.

Enersense International Plc
Jussi Holopainen
President and CEO

More information:

Alexander Ehrnrooth
Chair of the Nomination Board
Telephone: +358 9 6122340

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 (0)40 043 7515
Email: tommi.manninen@enersense.com

Enersense in brief:

Enersense International Plc is a creator of zero emission energy solutions and
strongly supports the ongoing energy transition and enabling a zero-emission
society. Enersense Group's revenue in 2021 was approximately EUR 239 million.
The company has approximately 2,000 employees, with operations in Finland and
globally in roughly 40 countries. Enersense's shares are listed on Nasdaq
Helsinki (ESENSE). The company's investor pages can be found at
www.enersense.com/investors.

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