Resolutions passed by the Annual General Meeting of Tecnotree Corporation

Tecnotree Corporation Stock Exchange Release 19 April 2023 at 14.15 EET

The Annual General Meeting of Tecnotree Corporation was held today 19 April 2023 in Helsinki.  

The Annual General Meeting confirmed the 2022 annual accounts and discharged the Board of Directors and the CEO from liability for the financial year 2022. The Annual General Meeting also approved the remuneration report of the governing bodies of the company.

The Annual General Meeting resolved that no dividend be paid for the financial year 2022 and that the loss of the company for the period EUR 308,052.50 be transferred to the retained earnings account in the shareholders’ equity.

Board of Directors, fees and auditor

The Annual General Meeting confirmed in accordance with the proposal of the Board of Directors that the Board of Directors will consist of six (6) members. Mr. Neil Macleod, Ms. Jyoti Desai, Mr. Anders Fornander, Mr. Conrad Neil Phoenix, and Mr. Markku Wilenius were re-elected as Board members. Johan Hammarén was elected as a new Board member. The Board members were elected for a term expiring at the end of the first Annual General Meeting following the election.

The Annual General Meeting resolved that the annual fee of the Chairman of the Board of Directors will be EUR 210,000, the annual fee of the Vice Chairman of the Board EUR 120,000 and the annual fee of the other members of the Board of Directors EUR 70,000. Approximately 45 per cent of the remuneration will be paid in Tecnotree’s shares and approximately 55 per cent will be paid in cash. The part of the remuneration paid in shares will be paid by either purchasing shares from the public market, or by transferring own shares held by the company. The shares will be delivered to the Board members within two weeks from the day following the publication of the company’s interim report for 1 January 2023 – 30 September 2023 (or at such first available time when the transaction can be executed under applicable law).

The audit firm Tietotili Audit Oy was re-elected as the company's auditor. Tietotili Audit Oy has informed the company that APA Mr. Urpo Salo will continue as the auditor with principal responsibility.

Amendment of the Articles of Association

The Annual General Meeting resolved to amend Article 10 of the Articles of Association to enable holding a general meeting entirely without a meeting venue as a so-called remote meeting in addition to the company’s domicile (Espoo) or Helsinki.

In its amended form, Article 10 of the Articles of Association reads as follows:

“10 §

Annual General Meeting

The Annual General Meeting is held annually before the end of May on the date determined by the Board of Directors.

The General Meeting may be held at the domicile of the company or in Helsinki. The Board of Directors may also resolve on organizing the General Meeting without a meeting venue whereby the shareholders have the right to exercise their power of decision in full in real time during the meeting using telecommunication connection and technical means (remote meeting).”

Minutes of the Annual General Meeting

The minutes of the meeting will be available on Tecnotree Corporation’s website https://investors.tecnotree.com/en/investors/corporate_governance/annual_general_meeting_2023 no later than on 3 May 2023.

TECNOTREE CORPORATION
Board of Directors