ALISA BANK PLC STOCK EXCHANGE RELEASE 27.1.2025 AT.17.30 EET

Alisa Bank Plc corrects the stock exchange release in English published on 27 January 2025 at 10:00 a.m. regarding Shareholders´ Nomination Board´s proposal to Annual General Meeting 2025. In the English version of the stock exchange release, it was stated that when transferring the company's own shares or issuing new shares as remuneration for the Board Members, the share conversion rate is the weighted average price of the company's share exchange in Nasdaq Helsinki Oy for the period of five trading days after the publication of the company's half-year report 2024. The correct half-year report referred to should be the half-year report 2025.  In the Finnish version of the stock exchange release the information was stated correctly. The whole stock exchange release in English with corrected information can be found below.

Proposal of the Shareholders’ Nomination Board for the composition of the Board of Directors and the remuneration of the members of the Board of Directors

Proposal for the composition of the Board of Directors

The Shareholders’ Nomination Board proposes to the 2025 Annual General Meeting that the Board of Directors consists of six (6) members.

The Shareholders' Nomination Board also proposes that the present members of the Board of Directors Sami Honkonen, Johanna Lamminen, Jukka Salonen and Tero Weckroth be re-elected to the Board for a term of office ending at the end of the next Annual General Meeting.

The Nomination Board further proposes that Karri Haaparinne and Marjo Tomminen be elected as new members of the Board of Directors for a term of office ending at the end of the next Annual General Meeting. 

The present chair of the Board Markku Pohjola has announced that he is no longer available to be elected as a Board member.  

The Shareholders' Nomination Board proposes to the Annual General Meeting that Jukka Salonen be elected as Chair of the Board and Johanna Lamminen as Vice Chair.

All proposed Board Members are assessed to be independent of the company. In addition, all proposed Board Members are assessed to be independent of the company's significant shareholders. All candidates have given their consent to the position.

More information of the Board Members that are proposed to be re-elected is available on the company's website. The CV’s of proposed new members are attached to this stock exchange release.

Proposal for remuneration of the Board

The Shareholders' Nomination Board’s proposal is that the Board's remuneration will be paid in company shares in accordance with the current policy.

The shareholders' Nomination Board proposes to the Annual General Meeting that the fixed monthly remuneration of the Board Members will be determined as an annual remuneration and paid once a year.

The Shareholders' Nomination Board proposes to the Annual General Meeting that the annual remuneration of the Board Members elected at the Annual General Meeting for the term of office, which ends at the end of the 2026 Annual General Meeting, remains unchanged, i.e. is as follows:

• EUR 60,000 for the Chairman of the Board
• EUR 48,000 for Vice Chairman and Committee Chairs (however, the fee is not paid twice, if the Chairman/Vice Chairman also serves as Committee Chair)
• EUR 38,400 for each other Board Member.

The Nomination Board proposes that approximately 40 percent of the annual fees be paid in Alisa Bank Plc shares purchased from the market on behalf of the Board Members, or alternatively by handing over the company's own shares or issuing new shares.

When transferring the company's own shares or issuing new shares, the share conversion rate is the weighted average price of the company's share exchange in Nasdaq Helsinki Oy for the period of five trading days after the publication of the company's half-year report 2025. The company is responsible for the costs and possible transfer tax arising from the acquisition, transfer or giving of the shares. The rest of the annual fee is paid in cash, which covers the taxes arising from the fee.

The shares will be acquired directly on behalf of the Board Members within two weeks after the company's 2025 half-year report is announced. The transfer of the company's own shares or the issuance of new shares takes place as soon as possible after the reward has been converted into shares. If the acquisition, transfer or giving of the shares cannot be carried out at the aforementioned time due to legal or other regulatory restrictions or for another reason related to the company or the Board Member, the shares will be acquired, transferred or given later or the annual remuneration will be paid in full in cash.

Alisa Bank Plc
Shareholders' Nomination Board

Further information

Maunu Lehtimäki, Chairman of the Nomination Board, maunu.lehtimaki@evli.com, tel. +358 505 533 000

Alisa Bank in brief

Alisa Bank Plc is a financial technology company that provides seamless banking services through digital channels. We serve SME customers, deposit customers seeking competitive interest returns on their deposits and partners. Together with our partners, we offer integrated banking services in the channels where customers carry out their daily business. Alisa Bank Plc’s shares are listed on the main list of Nasdaq Helsinki (ALISA), and it holds a license granted by the Financial Supervisory Authority. www.alisabank.com