2024-05-03 13:25:00 CEST

2024-05-03 13:25:07 CEST


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Alisa Bank Plc - Decisions of general meeting

Decisions of the Extraordinary General Meeting of Alisa Bank Plc on 3 May 2024


ALISA BANK PLC STOCK EXCHANGE RELEASE 3.5.2024 AT 14.25 EEST

The Extraordinary General Meeting of Alisa Bank Plc was held in Helsinki today
on 3 May 2024. In order to complete the transaction (“Transaction”) described in
the company's stock exchange release published on 10 April 2024, the General
Meeting decided, as proposed by the Board of Directors, to authorize the Board
of Directors to decide on a directed share issue (the “Directed Share Issue”) as
well as, as proposed by the Shareholders' Nomination Board, to elect a new Board
of Directors of the company, conditional upon the completion of the Transaction,
as further set out below.

RESOLUTIONS RELATED TO THE ACQUISITION OF THE SHARES OF PURO FINANCE LTD

Authorizing the Board of Directors to decide on the Directed Share Issue

The Board of Directors was authorized to decide on the issuance of new shares in
deviation from the shareholders' pre-emptive rights by way of a directed share
issue.

The new shares to be issued are directed to the current shareholders of PURO
Finance Ltd in relation to the respective number of shares in PURO Finance Ltd
sold in the Transaction. The number of shares to be issued in the Directed Share
Issue shall not exceed the aggregate amount of 58,878,721 shares.

The Board of Directors decides on all other conditions of the Directed Share
Issue, including the grounds for determining the subscription price, the
subscription price and that the subscription price may be paid with other assets
partially or entirely.

The authorization is valid until 31 December 2024. The authorization does not
revoke the share issue authorization of the Board of Directors granted by the
Annual General Meeting on 20 March 2024.

Resolution on the number of members of the Board of Directors and the election
of members of the Board of Directors

The General Meeting resolved, in accordance with the proposal by the
Shareholders' Nomination Board, conditional upon the completion of the
Transaction, that the number of members of the Board of Directors shall be six.

In addition, the General Meeting resolved, in accordance with the proposal by
the Shareholders' Nomination Board, conditional upon the completion of the
Transaction, that Sampsa Laine and Jukka Salonen shall be elected as new members
of the Board of Directors and that Sami Honkonen, Johanna Lamminen, Markku
Pohjola and Tero Weckroth from the current members of the Board of Directors
shall continue in their position. Lea Keinänen and Jorma Pirinen of the current
members of the Board of Directors will not continue as members of the Board of
Directors if the Transaction is completed.

The election of the proposed new members of the Board of Directors, Sampsa Laine
and Jukka Salonen, is also conditional upon the customary fit & proper
evaluation conducted by the authorities.

The members of the Board of Directors are elected for a term that begins on the
date on which the Transaction is completed pursuant to the transaction agreement
and expires at the close of the next Annual General Meeting. The election and
beginning of the term of the new members of the Board of Directors, Sampsa Laine
and Jukka Salonen, is conditional upon both the Transaction being completed and
the above mentioned fit & proper evaluation conducted by the authorities.

The new members of the Board of Directors will be paid an annual fee in relation
to the length of their term of office.

The current Chairman of the Board of Directors Markku Pohjola and Vice Chairman
of the Board of Directors Johanna Lamminen will continue in their roles until
the close of the next Annual General Meeting.

The minutes of the General Meeting will be available on the website of Alisa
Bank no later than on 17 May 2024.

ALISA BANK PLC

The Board of Directors

Further information

Juha Saari, Interim CEO, Alisa Bank Plc
juha.saari@alisapankki.fi
tel. +358 40 672 0595.

Alisa Bank in brief

Alisa Bank (https://www.alisapankki.fi/) is a Finnish digital bank that helps
both personal and business customers to manage their day-to-day finances in
straightforward and flexible manner. We offer comprehensive banking services to
ordinary Finns as well as to small and medium-sized companies. Our company's
shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a
authorisation granted by the Financial Supervisory Authority.
www.alisapankki.com