Annual General Meeting of Shareholders

Ordinary annual general meetings deal with:

• the Financial Statements for the previous financial year
• payment of dividends
• discharge from liability for the members of the highest administrative bodies
• fees for the Board of Supervisors and the auditors
• election of members of the Board of Supervisors
• election of auditor(s)

The Annual General Meeting may also deal with other matters mentioned in the summons.

The Annual General Meeting does not elect the company's Board of Directors. This procedure does not comply with the recommendations in the Finnish Corporate Governance Code published by the Finnish Securities Market Association. The reason is that the procedure is confirmed by the company's owners in the Articles of Association approved by the Annual General Meeting.

Proposals for decisions to be taken by Aktia's Annual General Meeting concerning members of the Board of Supervisors and auditors as well as their remuneration are prepared by a nomination committee, comprising representatives of the three largest shareholders plus the Chairman of the Board of Supervisors as expert member. The three shareholders holding the largest percentages of Aktia plc’s shares on 1 November in the year before the AGM have the right to appoint a representative for the nomination committee.

Summons to an Annual General Meeting is communicated to shareholders through announcement in one or more of the daily papers specified by the Board of Directors with general circulation in Finland. The summons must include details of matters to be discussed at the meeting.

In order to be able to participate in an Annual General Meeting, shareholders must inform the company by the specific date stated in the summons. This date may be a maximum of ten days prior to the Annual General Meeting.

Extraordinary General Meetings are held under the conditions mentioned in the Limited Liability Companies Act..