Notice to Aktia Bank Plc's Extraordinary General Meeting

Aktia Bank Plc
Stock Exchange Release
11 September 2025 at 3.30 p.m.

HELSINKI, Sept. 11, 2025 /PRNewswire/ -- The shareholders of Aktia Bank Plc are invited to an Extraordinary General Meeting to be held on Thursday, 2 October 2025 at 3.00 p.m. The Extraordinary General Meeting will be held without a meeting venue using a real-time remote connection in accordance with Article 5 of the company's Articles of Association, as a remote meeting referred to in Chapter 5, Section 16, Subsection 3 of the Finnish Companies Act.

Shareholders of Aktia Bank Plc and their representatives can also exercise their voting rights by voting in advance. Instructions for participation and advance voting are set out in section C "Instructions for the participants in the Meeting" of this notice to the Extraordinary General Meeting.

A. Matters to be discussed at the Extraordinary General Meeting

The agenda of the Extraordinary General Meeting will be as follows:

1. Opening of the meeting
2. Calling the meeting to order
3. Election of persons to scrutinise the minutes and to supervise the counting of votes
4. Recording the legality of the meeting
5. Recording the attendance at the meeting and adoption of the list of votes
6. Resolution on the number of the members of the Board of Directors
   In accordance with the resolution of the Annual General Meeting held on 3 April 2025, the number of the members of the Board of Directors was confirmed to be seven (7). The Shareholders' Nomination Committee proposes that the number of the members of the Board of Directors be confirmed as six (6).
7. Election of a new member of the Board of Directors
   The Shareholders' Nomination Committee proposes to the Extraordinary General Meeting that the Board of Directors be supplemented by electing Juha Hammarén as a new member of the Board of Directors. The new member will be elected for a term ending at the conclusion of the next Annual General Meeting. Further information on the new Board member proposed to be elected has been attached to this release.
   Carl Haglund, who was elected as a member of the Board of Directors at the Annual General Meeting on 3 April 2025, resigned from the Board of Directors on 12 June 2025. Additionally, the current Chair of the Board Matts Rosenberg has informed the Nomination Committee of his intention to resign from the Board of Directors due to his new role as the CEO of Solidium, but he will continue in his role until the conclusion of the Extraordinary General Meeting. The other members of the Board of Directors - Joakim Frimodig, Maria Jerhamre Engström, Hanne Katrama, Harri Lauslahti, and Sari Somerkallio - will continue in their roles in accordance with the resolution of the Annual General Meeting held on 3 April 2025.
   Juha Hammarén has given his consent to the position and, according to the Nomination Committee's assessment, is independent of the company's significant shareholders. Juha Hammarén is not independent of the company, as he has held various executive positions within the company since 2014, including serving as the CEO from February 2023 until the end of May 2024. The members continuing on the Board of Directors have stated that, should Juha Hammarén be elected to the Board of Directors, they intend to elect Juha Hammarén as the Chair of the Board from among themselves. Joakim Frimodig continues as the vice chair of the Board. Juha Hammarén's election is subject to the Finnish Financial Supervisory Authority not having any objections to the appointment.
   Juha Hammarén is paid the annual remuneration for a member of the Board of Directors as resolved by the Annual General Meeting on 3 April 2025, proportionate to the length of his term, with the remuneration to be paid entirely in cash.
8. Closing of the meeting

B. Documents of the Extraordinary General Meeting

The proposals for the decisions on the matters on the agenda of the Extraordinary General Meeting as well as this notice are available on Aktia Bank Plc's website www.aktia.com. The minutes of the Extraordinary General Meeting will be available on the above-mentioned website on 16 October 2025, at the latest.

C. Instructions for the participants in the Extraordinary General Meeting

1. Shareholder registered in the shareholders' register
   Each shareholder, who is registered in the company's register of shareholders maintained by Euroclear Finland Ltd as at 22 September 2025, has the right to participate in the Extraordinary General Meeting. A shareholder whose shares are registered in their personal Finnish book-entry account is registered in the company's register of shareholders. Any changes in the ownership of shares that have occurred after the record date of the Extraordinary General Meeting do not affect the right to participate in the Extraordinary General Meeting nor the number of votes of the shareholder.
   Registration for the Extraordinary General Meeting starts on 12 September 2025 at 10.00 a.m. Shareholders who are registered in the company's register of shareholders and who wish to participate in the Extraordinary General Meeting must register for the General Meeting by 4.00 p.m. on 25 September 2025, at the latest. Participants can register for the Extraordinary General Meeting:
   
   a) through the company's website [https://www.aktia.com/en/investors/corporate-governance/annual-general-meeting]. Electronic registration requires strong identification of the shareholder or his/her legal representative or proxy with a Finnish, Swedish or Danish bank ID or mobile certificate;
   b) by e-mail to Innovatics Oy at [e-mail]. A shareholder registering by e-mail shall include in the message the registration form and possibly an advance voting form available on the company's website [https://www.aktia.com/en/investors/corporate-governance/annual-general-meeting] or equivalent information; or
   c) by mail to Innovatics Oy, Extraordinary General Meeting / Aktia Bank Plc, Ratamestarinkatu 13 A, FI-00520 Helsinki. A shareholder registering by mail shall include in the message the registration form and possibly an advance voting form available on the company's website [https://www.aktia.com/en/investors/corporate-governance/annual-general-meeting] or equivalent information.
   When registering, shareholders are to provide the necessary information, such as the shareholder's name, date of birth or business ID, contact details, the name and contact details of any assistant or proxy representative, and the proxy's date of birth. The personal data provided by shareholders to Aktia Bank Plc or Innovatics Oy will only be used in connection with the Extraordinary General Meeting and the processing of the necessary registrations related thereto. Further information on the use of a proxy and power of attorney are described below in section C.3.
   Further information on registration and advance voting is available by telephone during the registration period of the Extraordinary General Meeting by calling at [phone] on weekdays from 9.00 a.m. to 12.00 p.m. and from 1.00 p.m. to 4.00 p.m.
   
   
2. Owner of nominee registered shares
   A holder of nominee registered shares has the right to participate in the Extraordinary General Meeting by virtue of such shares, based on which he/she on the record date of the Extraordinary General Meeting 22 September 2025 would be entitled to be registered in the company's register of shareholders maintained by Euroclear Finland Ltd. Participation also requires that the shareholder has been entered into the company's temporary register of shareholders, maintained by Euroclear Finland Ltd, on the basis of such shares by 29 September 2025 at 10.00 a.m. at the latest. In the case of nominee-registered shares, this is considered registration for the Extraordinary General Meeting. Changes in the shareholding after the record date of the Extraordinary General Meeting do not affect the right to participate in the Extraordinary General Meeting or the shareholder's voting rights.
   The holder of nominee-registered shares is advised to request well in advance the necessary instructions from his/her custodian bank regarding temporary registration in the register of shareholders, the issuing of proxy documents and voting instructions, registration, and attendance at the Extraordinary General Meeting and, if necessary, advance voting. The account manager of the custodian bank shall register the holder of nominee-registered shares attending the Extraordinary General Meeting in the temporary register of shareholders of the company by the aforementioned date and time at the latest and, if necessary, arrange for advance voting on behalf of the holder of nominee-registered shares before the end of the registration period for holders of nominee-registered shares.
   
   
3. Proxy representatives and powers of attorney
   A shareholder may attend the Extraordinary General Meeting and exercise his/her rights there through a proxy representative. A shareholder's proxy may also elect to vote in advance as described in this notice if he/she so wishes. The proxy representative shall authenticate to the electronic registration service and advance voting personally with strong authentication, after which he/she will be able to register and vote in advance on behalf of the shareholder that he/she represents. The shareholder's proxy must present dated proxy documents, or otherwise in a reliable manner prove that he/she is entitled to represent the shareholder at the Extraordinary General Meeting. You can prove your right to representation by using the Suomi.fi e-Authorisations service available in the electronic registration service.
   Model proxy documents and voting instructions are available on the company's website [https://www.aktia.com/en/investors/corporate-governance/annual-general-meeting]. If a shareholder participates in the Extraordinary General Meeting through several proxies representing the shareholder with shares held in different securities accounts, the shares on the basis of which each proxy represents the shareholder shall be identified in connection with the registration.
   Proxy documents are requested to be submitted preferably as an attachment with the electronic registration or alternatively by mail to Innovatics Oy, Extraordinary General Meeting / Aktia Bank Plc, Ratamestarinkatu 13 A, FI-00520 Helsinki or by e-mail to [e-mail] before the end of the registration period. In addition to submitting the proxy documents, the shareholder or his/her proxy shall register for the Extraordinary General Meeting in the manner described above in this notice.
   
   
4. Participation instructions
   Shareholders entitled to attend the Extraordinary General Meeting may participate in the meeting via remote connection and exercise their rights during the meeting fully and in real time via remote connection or by voting in advance.
   Remote connection to the Extraordinary General Meeting will be provided through Inderes Oyj's general meeting service on the Videosync platform, which includes video and audio access to the Extraordinary General Meeting. The remote connection does not require any paid software or downloads. In addition to an internet connection, participation requires a computer, smartphone or tablet with speakers or headphones for sound and a microphone for asking questions or addresses. To participate, it is recommended to use the latest versions of the most common browser programmes in use.
   The participation link and password for remote participation will be sent by e-mail and/or SMS to the e-mail address and/or mobile phone number provided at the time of registration to all those who have registered for the Extraordinary General Meeting no later than the day before the Extraordinary General Meeting. It is recommended to log into the meeting system well in advance of the Extraordinary General Meeting.
   For more information on the general meeting service, additional instructions for proxies representing more than one shareholder, contact details of the service provider and instructions in case of possible disruptions will be available at https://b2b.inderes.com/knowledge-base/inderes-agm-solutions. A link to test the compatibility of your device's network connection is found at https://demo.videosync.fi/agm-compatibility?language=en. It is recommended that shareholders read the detailed participation instructions prior to the Extraordinary General Meeting.
   In the event of problems during the Extraordinary General Meeting, shareholders are requested to contact the online general meeting service provider's support without delay. Assistance with logging in to the meeting is available by phone at [phone] or by e-mail at [e-mail]. In case of problems in following the meeting, exercising your right to speak or voting during the meeting, assistance is available by phone at [phone] or by e-mail at [e-mail].
   
   
5. Advance voting
   A shareholder whose shares in the company are registered in his/her personal Finnish book-entry account may vote in advance between 12 September 2025 and 25 September 2025 on certain items on the agenda of the Extraordinary General Meeting
   a) via the company's website at [https://www.aktia.com/en/investors/corporate-governance/annual-general-meeting]. Login to the service is done in the same way as for registration in section C.1 of this notice;
   b) by mail by submitting the advance voting form available on the company's website or equivalent information to Innovatics Oy at Innovatics Oy, Extraordinary General Meeting / Aktia Bank Plc, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland; or
   c) by e-mail by submitting the advance voting form available on the company's website or equivalent information to Innovatics Oy by e-mail at [e-mail].
   Advance votes must be received by the time the advance voting ends. The submission of votes by mail or e-mail before the end of the registration and advance voting period shall be considered registration for the Extraordinary General Meeting, provided that it contains the abovementioned information required for registration.
   A shareholder who has voted in advance cannot exercise the right to ask questions or demand a vote under the Finnish Companies Act unless he/she or his/her proxy representative participates in the Extraordinary General Meeting via remote connection.
   With respect to nominee registered shareholders, the advance voting is carried out by the account manager. The account manager may vote in advance on behalf of the holders of nominee-registered shares whom he/she represents in accordance with the voting instructions given by them during the registration period set for the nominee-registered shareholders.
   Proposals for resolution that are subject to advance voting are deemed to have been made at the Extraordinary General Meeting without any changes.
   
   
6. Further instructions for attendees of the Extraordinary General Meeting
   The official language of the Extraordinary General Meeting is Swedish, but the meeting will be partly conducted also in Finnish. Shareholders may address the meeting and present questions in both Swedish and Finnish. There is no simultaneous interpretation at the meeting.
   Shareholders present at the Extraordinary General Meeting via real-time remote connection have the right to present questions about the matters discussed at the meeting in accordance with Chapter 5, Section 25 of the Finnish Companies Act.
   Changes in the shareholding after the record date of the Extraordinary General Meeting do not affect the right to participate in the Extraordinary General Meeting or the shareholder's voting rights.
   On the date of this notice to the Extraordinary General Meeting, the total number of shares in Aktia Bank Plc is 73,267,372 shares, representing 73,267,372 votes. The company holds on the date of this notice, a total number of 50,791 of its own shares. The shares held by the company on the record date of the Extraordinary General Meeting do not entitle to vote at the Extraordinary General Meeting.

Helsinki, 11 September 2025

AKTIA BANK PLC
BOARD OF DIRECTORS

Appendix 1: information on the proposed new member of the Board of Directors

Further information:
Matts Rosenberg, Chair of the Board, comment requests: Mia Smeds, Aktia's Director of Communications, tel. +358 44?546 0379, e-mail [e-mail]
Ari Syrjäläinen, General Counsel, tel. [phone]

Distribution:
Nasdaq Helsinki Ltd
Key media
www.aktia.com

Aktia is a Finnish asset manager, bank and life insurer that has been creating wealth and wellbeing from one generation to the next for 200 years. We serve our customers in digital channels everywhere and face-to-face in our offices in the Helsinki, Turku, Tampere, Vaasa and Oulu regions. Our award-winning asset management business sells investment funds internationally. We employ approximately 850 people around Finland. Aktia's gross assets under management (AuM) on 30 June 2025 amounted to EUR 15.9 billion, and the balance sheet total was EUR 12.2 billion. Aktia's shares are listed on Nasdaq Helsinki Ltd (AKTIA). aktia.com.

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https://news.cision.com/aktia-bank/r/notice-to-aktia-bank-plc-s-extraordinary-general-meeting,c4233243

The following files are available for download:

https://mb.cision.com/Main/23592/4233243/3663399.pdf	Release
https://mb.cision.com/Public/23592/4233243/902d125e1b6487a9.pdf	Attachment Information on proposed new Board member

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