Asiakastieto Group Plc's Notice to the Annual General Meeting - Seite 2

9. Resolution on the discharge of the members of the Board of Directors and the CEO from liability

10. Resolution on the remuneration of the members of the Board of Directors

The Shareholders' Nomination Board proposes increases in the remuneration payable to the Board of Directors. The Shareholders' Nomination Board proposes that the remunerations payable to the Chairperson of the Board of Directors be EUR 50,000 per year and to other Board members be EUR 35,000 per year. In addition, an attendance fee of EUR 500 per Board meeting will be paid for the attendance to the Board meeting. The Shareholders' Nomination Board also proposes that the chairpersons of the committees of the Board of Directors will be paid an attendance fee of EUR 500 per committee meeting and the committee members will be paid an attendance fee of EUR 400 per committee meeting.

The Nomination Board proposes that no remuneration will be paid to the members of the Nomination Board but it proposes that the reasonable travelling expenses for the attendance to the meetings will be paid to members.

11. Resolution on the number of members of the Board of Directors

The Shareholders' Nomination Board proposes the number of members of the Board of Directors be resolved to be six (6).

12. Election of members of the Board of Directors

The Shareholders' Nomination Board proposes that Petri Carpén, Patrick Lapveteläinen, Carl-Magnus Månsson and Martin Johansson be re-elected as the members of the Board of Directors for the term that will continue until the close of the next Annual General Meeting. In addition, the Shareholders' Nomination Board proposes that Petri Nikkilä and Tiina Kuusisto be elected as new members of the Board of Directors for the same term. The presentations of the proposed persons are available on the company's website at https://investors.asiakastieto.fi/ by 7 March 2019 at the latest.

The Shareholders' Nomination Board has evaluated the proposed persons' independence of the company and of the major shareholders and it has been determined that of the proposal is in accordance with the Finnish Corporate Governance Code.

13. Resolution on the remuneration of the auditor

The Board of Directors proposes that the remuneration of the auditor be paid according to the reasonable invoice approved by the Board of Directors' Audit Committee.

14. Election of auditor

The Board of Directors proposes that PricewaterhouseCoopers Oy, Authorised Public Accountants Firm, be re-elected as the company's auditor for a term that will continue until the end of the next Annual General Meeting. PricewaterhouseCoopers Oy has announced that the auditor-in-charge would be Martin Grandell, the Authorised Public Accountant.