Proposals of the Shareholders' Nomination Board of Sitowise for the Annual General Meeting 2024

Sitowise Group Plc Stock Exchange Release     Other information disclosed according to the rules of the Exchange      30 January 2024 at 9.00 am EET

The Shareholders' Nomination Board of Sitowise Group Plc has submitted to the Board of Directors its proposals for the Annual General Meeting which is planned to be held on 4 April 2024.

Proposal on the remuneration of the members of the Board of Directors

The Shareholders' Nomination Board proposes that the members of the Board of Directors and its committees will be paid for the term of office ending in the Annual General Meeting 2025 the following remuneration:

• EUR 4,750 per month for the chair of the Board of Directors
• EUR 2,250 per month for other board members
• the meeting fee of EUR 1,000 per meeting for the chair of the Board of Directors and chairs of the board committees
• the meeting fee of EUR 400 per meeting for other members of the Board of Directors and the other board committee members.

The above-mentioned proposed fees are corresponding to the fees which have been paid during the term that will be ending.

The Shareholders' Nomination Board further proposes that the travel and accommodation expenses of the board members are compensated in accordance with the company’s travel policy.

The Shareholders’ Nomination Board further proposes that no remuneration shall be paid for the Nomination Board members.

Proposal on the number of members of the Board of Directors

The Shareholders' Nomination Board proposes that seven (7) members of the Board of Directors be elected.

Proposal on the members of the Board of Directors

The Shareholders' Nomination Board proposes that for the term of office ending in the Annual General Meeting 2025, the current members of the company’s Board of Directors Eero Heliövaara, Mirel Leino-Haltia, Elina Piispanen, Niklas Sörensen, Tomi Terho and Mats Åström be re-elected and Anni Ronkainen be elected as a new member to the Board of Directors. Taina Kyllönen and Petri Rignell, current members of the Board of Directors, have announced that they are no longer available for re-election.

With regard to the selection procedure for the members of the Board of Directors, the Shareholders' Nomination Board recommends that shareholders take a position on the composition of the Board of Directors as a whole. In preparing its proposals the Shareholders' Nomination Board has taken into consideration that the composition of the Board of Directors as a whole is according to the company’s needs and meets the requirements of the Finnish Corporate Governance Code for listed companies.

Anni Ronkainen (b. 1966, M.Sc. (Econ.)) is a seasoned board professional excelling in digital transformation, change management, data and analytics, digital development, P/L management, and people, competence, and performance management. She has previously acted as EVP and Chief Digital Officer at Kesko Oyj between 2015-2023, Country Manager Finland and Industry Head at Google Finland between 2008-2015, CEO of McCann Helsinki Group between 2006-2008, and held several leadership positions in Satama Finland (Satama Interactive), Publicis-Törmä and Consumer Compass. Ronkainen currently serves as a member of the Board of Directors of Loihde Plc, Posti Group Corporation, Lassila & Tikanoja plc, Aallon Group Oyj, Kontiotuote Oy and Fennia Mutual Insurance Company.

All Board member candidates are independent of the company and its major shareholders except for Tomi Terho, who is not independent of the company’s largest shareholders. All candidates have given their consent to be elected. The background data of the candidates to be re-elected is presented on the company's website Board of Directors | Sitowise.

The Shareholder's Nomination Board that has prepared proposals for the Annual General Meeting 2024 consists of Chair, Juhana Kallio, Intera Partners, members Malin Björkmo, Handelsbanken Fonder and Claes Murander, Lannebo Fonder, as well as Eero Heliövaara, Chair of Sitowise Board of Directors as an expert member.

The proposals of the Nomination Board will be included in the notice to the Annual General Meeting 2024.

Additional information

Juhana Kallio, Chair of the Shareholders’ Nomination Board, tel. +358 40 526 6629

Mari Reponen, Head of IR, +358 40 702 5869, ir@sitowise.com

Distribution:

Nasdaq Helsinki Ltd

Major media

www.sitowise.com

SITOWISE IN BRIEF:

Sitowise is a Nordic expert in the built environment and digital solutions. We provide design and consulting services to enable more sustainable and smarter urban development as well as smooth transportation. Sitowise offers services related to real estate and buildings, infrastructure, and digital solutions both in Finland and in Sweden. Global megatrends drive huge changes that require a re-evaluation of the smartness in the built environment – therefore we have set our vision to be Redefining Smartness in Cities. The Group’s net sales were EUR 204 million in 2022, and the company employs more than 2,200 experts. Sitowise Group Plc is listed on the main list of Nasdaq Helsinki as SITOWS.