Solteq Oyj — Proxy Solicitation & Information Statement 2025

Jan 24, 2025

The proposals of Solteq Plc's Shareholders' Nomination Committee for the 2025 Annual General Meeting

The proposals of Solteq Plc's Shareholders' Nomination Committee for the 2025 Annual General Meeting

Stock Exchange Bulletin
Other information disclosed according to the rules of the Exchange
January 24, 2025, at 3:00 p.m.
Solteq Plc's Shareholders' Nomination Committee proposes to the Annual General
Meeting, planned to be held on March 27, 2025, that the Annual General Meeting
should decide on the composition and remuneration of the Board of Directors as
follows:

Number of Board members:

The Nomination Committee proposes that the number of members of the Board of
Directors is seven (7) for the term ending at the close of the Annual General
Meeting of 2026.

Composition of the Board of Directors:

Katarina Cantell and Panu Porkka have announced that they are unavailable to
continue in their roles as Board members. The Nomination Board proposes Lotta
Kopra and Markus Huttunen as new members of the Board, and the re-election of
current Board members Markku Pietilä, Lotta Airas, Anni Sarvaranta, Mika
Sutinen, and Esko Mertsalmi. Markku Pietilä is proposed as the Chairman of the
Board.

Lotta Kopra, who has been proposed as a new member of the Board, is an
experienced business leader with broad international experience in digital
transformation, business development, operational management, finance and M&A
transactions, and green transition. Kopra currently works as a Senior Advisor at
McKinsey & Company. She served as a member of the Board of Solteq Plc from 2019
to 2022.

Markus Huttunen, who has been proposed as a new member of the Board, is a serial
entrepreneur and board professional specializing in digital transformation. He
has extensive experience in technology, software, professional and B2B services
as an entrepreneur and board member, as well as in operative management roles.

Of the proposed Board members, Markku Pietilä and Lotta Airas are dependent on a
significant shareholder of the company. All other proposed Board members are
independent of significant shareholders. All Board members are independent of
the company.

The term of the Board members ends at the close of the next Annual General
Meeting. All proposed persons have given their consent to the election.

Remuneration of Board members:

The Nomination Committee proposes that the remuneration of the Board of
Directors remains unchanged and follows the company's remuneration policy:

•    the Chairman of the Board of Directors shall be paid a monthly remuneration
of EUR 5,000,
•    members of the Board of Directors shall be paid a monthly remuneration of
EUR 2,500,
•    all Board members shall be paid a fee of EUR 500 per Board or Committee
meeting, and
•    ordinary and reasonable costs arising from Board work are reimbursed to the
Board members.

Composition of the Nomination Committee

The Nomination Committee consists of four members, who represent the four
largest shareholders of the company based on the shareholders' list dated August
31, 2024. The Nomination Committee that made the proposals to the Annual General
Meeting 2025 includes:

•    Markku Pietilä, Chairman of the Board, nominated by Profiz Business
Solution Oy
•    Jukka Vähäpesola, Head of Equities, nominated by Keskinäinen
Työeläkevakuutusyhtiö Elo
•    Karoliina Lindroos, Head of Responsible Investment and Sustainability,
nominated by Keskinäinen Eläkevakuutusyhtiö Ilmarinen
•    Hanna Kaskela, Senior Vice President of Sustainability & Communications,
nominated by Keskinäinen työeläkevakuutusyhtiö Varma
The Nomination Committee made all its proposals unanimously. In preparing the
proposals, the Committee considered the company's policy on Board diversity. The
proposals of the Nomination Committee will be included in the notice of the
Annual General Meeting, which will be published later.

Further information:

Markku Pietilä
Chairman of the Board of Directors, Solteq Plc
Email: markku.pietila@solteq.com
Telephone: ‭+358 50 045 5156‬‬‬‬‬‬‬‬‬

Distribution

Nasdaq Helsinki
Key media
www.solteq.com

Solteq in brief

Solteq is a Nordic software solution and expert service provider specializing in
retail and energy sectors and needs related to e-commerce. The company employs
over 400 professionals and operates in Finland, Sweden, Norway, Denmark, Poland,
and the UK.

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