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Optomed Oyj - Decisions of general meeting

Decisions of the Annual General Meeting and Board of Directors


Optomed PlcStock Exchange Release10 May 2024 at 20.00, Helsinki

Decisions of the Annual General Meeting and Board of Directors

Decisions of the Annual General Meeting:

The Annual General Meeting held on 10 May 2024 adopted the financial statements
for the financial period ended on 31 December 2023, discharged the members of
the Board of Directors and the CEO from liability for the financial period ended
on 31 December 2023 and adopted the Company's Remuneration Report and
Remuneration Policy for Governing Bodies.

The Annual General Meeting resolved in accordance with the proposal of the Board
of Directors that no dividend will be paid for the year 2023.

The number of members of the Board of Directors was confirmed as six. Catherine
Calarco, Ty Lee, Seppo Mäkinen, Petri Salonen, Reijo Tauriainen and Anna Tenstam
were re-elected as members of the Board.

The Annual General Meeting confirmed the annual Board remuneration as follows:

  · Chairman of the Board EUR 36,000
  · members of the Board EUR 18,000.

In addition, a meeting fee in the amount of EUR 300 is paid to the Chairpersons
and EUR 200 to members of the Committees for each Committee meeting. 40 percent
of the Board remuneration is paid in Optomed shares and 60 percent in cash. The
part of the Board remuneration paid in Optomed shares will, if possible, be
conveyed from the treasury shares of the Company in accordance with the
authorization of the Board of Directors to resolve on the issuance of shares and
special rights entitling to shares. The remuneration will be paid once a year in
August, after Optomed's H1 report has been announced.

The Annual General Meeting decided to re-elect KPMG Oy Ab, a firm of authorized
public accountants, as the Company's auditor. KPMG Oy Ab has informed the
Company that Authorized Public Accountant Heidi Hyry acts as the auditor with
principal responsibility. The auditor's remuneration will be paid in accordance
with an invoice approved by the Company.

The Annual General Meeting resolved in accordance with the Board's proposal to
amend the terms and conditions of the Stock Option Plans 2017B, 2018C, 2019A and
2019C so that the subscription periods for shares pursuant to all option rights
granted under each Stock Option Plan will end on 31 December 2027.

The Annual General Meeting approved the authorization for the Board of Directors
to repurchase Optomed's own shares and to accept them as pledge. Altogether no
more than 1,813,039 shares may be repurchased or accepted as pledge. The
authorization will be valid until the earlier of the end of the next Annual
General Meeting or 18 months from the resolution of the Annual General Meeting.

The Annual General Meeting authorized the Board of Directors to decide on the
issuance of shares and other special rights entitling to shares referred to in
Chapter 10, Section 1 of the Finnish Companies Act. The number of shares to be
issued based on this authorization may not exceed 1,813,039. The Board of
Directors is authorized to resolve on all terms and conditions of the issuance
of shares and special rights entitling to shares, including the right to
derogate from the pre-emptive right of the shareholders. The authorization will
be valid until the earlier of the end of the next Annual General Meeting or 18
months from the resolution of this Annual General Meeting.

Decisions of the Board of Directors:

At its meeting held after the Annual General Meeting, the Board of Directors
elected from among its members Petri Salonen as its Chairman. The committee
members were elected as follows:

Audit Committee:

  · Reijo Tauriainen (Chairman)
  · Catherine Calarco
  · Ty Lee
  · Anna Tenstam

Remuneration Committee:

  · Seppo Mäkinen (Chairman)
  · Ty Lee
  · Catherine Calarco

Optomed Plc

Further enquiries

Sakari Knuutti, CFO, Optomed Plc, sakari.knuutti@optomed.com

Optomed in Brief

Optomed is a Finnish medical technology company and a leading manufacturer of
handheld fundus cameras and screening software. Optomed combines handheld fundus
cameras with software and artificial intelligence with the aim to transform the
diagnostic process of various diseases, such as rapidly increasing diabetic
retinopathy. Optomed has offices in Finland, the US and China and the company's
products are sold via various sales channels in over 60 countries globally.

www.optomed.com'