Annual General Meeting 2023

The Annual General Meeting of Fellow Bank will be held on April 20, 2023 at 1.00 PM at the address Jura-Sali, Kasarmikatu 21 B, Helsinki. Registration for the Meeting has begun on 16 March, 2023 and ends on 17 April, 2023. Register for the Meeting via e-mail yhtiokokous@fellowpankki.fi.

Materials

Instructions for meeting participants

A shareholder entered in the shareholder register

The right to participate in the General Meeting belongs to the shareholder who is registered as a shareholder in the company's shareholder register kept by Euroclear Finland Oy on the record date of the General Meeting on 6 April 2023. A shareholder whose shares are registered in his/her personal Finnish book-entry account is registered in the company's shareholder register.

Registration for the General Meeting begins on 16 March, 2023. A shareholder entered in the company's shareholder register who wishes to participate in the General Meeting must register no later than 17 April 2023 at 4:00 p.m., by which time the registration must be received.

You can register for the General Meeting via e-mail to the address yhtiokokous@fellowpankki.fi.

When registering, you must provide the requested information, such as the shareholder's name, address, telephone number and e-mail address, as well as the name of any assistant or agent. The personal data provided by the shareholders will only be used for the processing of the General Meeting and related necessary registrations.

The shareholder, his/her representative and proxy must be able to prove their identity and/or right of representation at the meeting place, if necessary.

Owners of nominee registered shares

The owner of nominee registered shares has the right to participate in the General Meeting on the basis of those shares, on the basis of which he would have the right to be entered in the shareholder list kept by Euroclear Finland Oy on the record date of the General Meeting on 6 April 2023. Participation also requires that the shareholder has been temporarily entered in the shareholder list kept by Euroclear Finland Oy on the basis of these shares by 17 April 2023 at 10:00 a.m. at the latest. For holders of nominee-registered shares, this is considered registration for the General Meeting. Changes in share ownership after the record date of the General Meeting do not affect the right to participate in the General Meeting or the shareholder's number of votes.

The owner of a nominee registered share is advised to request the necessary instructions from the asset manager in good time regarding temporary registration in the shareholders' register, issuing proxies and voting instructions and registering for the General Meeting. The account manager of the asset manager must notify the owner of the nominee-registered share, who wants to participate in the Annual General Meeting by voting in advance, to be temporarily entered in the company's shareholder list by the above-mentioned date at the latest.

Using an agent and powers of attorney

The shareholder may participate in the General Meeting and exercise his/her rights there through a proxy. The agent must present a dated power of attorney, or he must otherwise prove in a reliable way that he is entitled to represent the shareholder. If the shareholder participates in the General Meeting through several proxies, who represent the shareholder with shares in different securities accounts, the shares on the basis of which each proxy represents the shareholder must be indicated when registering.

Potential proxies are requested to be saved as attachments delivered by e-mail to yhtiokokous@fellowpankki.fi or by post to” Yhtiökokous”, Fellow Bank Plc, Pursimiehenkatu 4 A, 00150 Helsinki before the end of the registration period on 17 April 2023 at 16:00, by which time the proxies must be in. Submitting the power of attorney to the company before the end of the registration period is considered registration for the General Meeting, as long as it contains the aforementioned information required for registration.

Other instructions/information

The meeting language is Finnish.

The shareholder present at the General Meeting has the right to ask questions about the matters discussed at the meeting in accordance with Chapter 5, Section 25 of the Limited Liability Companies Act.

Changes in share ownership after the record date of the General Meeting do not affect the right to participate in the General Meeting or the shareholder's number of votes.

On the date of the meeting notice, 16 March 2023, Fellow Bank Plc has a total of 88 332 182 number of shares. The company holds 16 March 2023 directly and through subsidiaries a total of 220 370 shares which cannot be used to vote at the Annual General Meeting.

Proposed composition of the Board of Directors

Markku Pohjola

Markku Pohjola

Markku Pohjola linkedin tili
Chairman of the board
  • Born 1948. Education: B.Sc. (Econ.)
  • Chairman of the Board as of 2 April 2022. He is also Chairman of the Board of Rangunkorpi Oy and a member of the Board of Boardman Oy.
  • He has served in a number of executive positions at Nordea and its predecessor banks, including as Deputy Group CEO of Nordea Bank AB and CEO of Nordea Bank Finland Plc. He has also served as the Chairman of the Boards of Municipality Finance Plc, Finnvera Plc, Tieto Plc and Posti Group Corporation.
  • Independent of the company and major shareholders.
Teuvo Salminen

Teuvo Salminen

Member of the board, deputy chairman of the board
  • Born 1954. Education: M.Sc. (Econ.)
  • Member of the Board as of 2 April 2022.
  • Member of the Board of Evli since 2010 until the end of the Annual General Meeting in 2023. In addition, he has been Chairman of the Board of Olo Collection Oy since 2017 and of T2H Group Oy since 2018. He has also been a member of the Board of Cargotec Corporation since 2010 until the end of Annual General Meeting 2023, 2holding N&B Oy since 2019, 3StepIT Oy since 2012 and Sipo Oy since 1987.
  • Independent of the company and major shareholders.
Sami Honkonen

Sami Honkonen

Sami Honkonen linkedin tili
Member of the board
  • Born 1983. Bachelor of Science (B.Sc.).
  • CEO of Tomorrow Tech Oy. Previously worked as CEO at Digitaalinen asuntokauppa DIAS Oy and as Director at Reaktor Innovations Oy.
  • Independent of the company and major shareholders.
Lea Keinänen

Lea Keinänen

Member of the board
  • Born 1966. Education: graduate in business and marketing and MBA.
  • Member of the Board as of 2 April 2022. She has been a member of the Board of Evli Fund Management Company Ltd since 2020 and previously in 2006–2017. She is also a member of the Board of Frelea Oy and a member of the Board of the Finnish Cultural Foundation and Chair of its Finance Committee. She has had a long career at Evli Bank Plc and had been in charge of, for example, the Wealth Management unit as a member of the Executive Group and as Deputy to the CEO.
  • Independent of the company and major shareholders.
Johanna Lamminen

Johanna Lamminen

Johanna Lamminen linkedin tili
Member of the board
  • Born 1966. Doctor of Science (Tech.) and MBA.
  • CEO of Vanadium Recovery Project Oy. She is currently working as a Board Member at Sampo Oyj, Cargotec Oyj, CellMark AB, Finnish Business and Policy Forum (EVA), as well as ETLA Economic Research. Further, works as the Chairman of the Board at the Finnish Foundation for Technology Promotion and Savonlinna Opera Festival. Has previously worked as a Board Member at Tieto Oyj and Evli Bank Oyj. Has served as CEO of Danske Bank Finland and Gasum Ltd, as CFO of Sampo Bank and Evli Bank.
  • Independent of the company and major shareholders.
Jorma Pirinen

Jorma Pirinen

Jorma Pirinen linkedin tili
Member of the board
  • Born 1959. Education: graduate in business and marketing as well as MBA.
  • Member of the Board as of 2 April 2022. Leadership coach, mentor, non-fiction writer.
  • He has had a long career at Nordea Bank Oyj as Head of Branch Region and Manager of Nordea Life Assurance Finland Ltd.
  • Independent of the company and major shareholders.
Tero Weckroth

Tero Weckroth

Tero Weckroth linkedin tili
Member of the board
  • Born 1971. Education: licensed pharmacist and MBA.
  • Member of the Board as of 2 April 2022. He has served as a member of the Board of Fellow Finance since 2021. Weckroth is also a member of the Board of Nexstim Oyj and Decem Pharma Oy. Weckroth is Chairman of the Board of Combinostics Oy and Vice Chairman of the Board of Inderes Oyj. In addition, he is Chairman of the Board of Avia Pharma Holding AB and WRCC Invest Oy.
  • Weckroth has previously worked for ABN Amro, Dresdner Kleinwort and Kepler Capital Markets, for example.
  • Independent of the company and major shareholders.
Contact

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asiakaspalvelu@alisapankki.fi

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Weekdays 9-16 EET
+358 293 230 910
yritysasiakkaat@alisapankki.fi

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