Notice of the Annual General Meeting of Innofactor Plc - Seite 2

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

10. Presentation of the remuneration report

Annual General Meeting’s advisory decision for approval of the remuneration report

The report is available on the company’s website on March 9, 2021 at latest

www.innofactor.com/invest-in-us/general-meeting/

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

The Board of Directors proposes in accordance with the Remuneration Committee’s submission that the Chairman of the Board of Directors shall be paid a fee totaling EUR 48,000 per year and the other members of the Board of Directors shall be paid a fee totaling EUR 24,000 per year. No separate fees for meetings shall be paid. Half of the fee (50%) shall be paid monthly in cash and the other half (50%) as shares of Innofactor Plc. The shares shall be handed over to the members of the Board of Directors and, if necessary, shall be acquired from public trading directly on behalf of the members within two weeks of publishing the interim report of Innofactor Plc for January 1–March 31, 2021. In case shares will not be acquired due to a reason arising from the company or the Board member, the entire fee will be paid in cash. Innofactor Plc requires the members of the Board of Directors to keep the shares, which they have received as part of the fees, for the duration of their membership in the Board of Directors.

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

The Board of Directors proposes that the number of the member of the Board of Directors be confirmed to four (4).

13. Election of the members of the Board of Directors

The Board of Directors proposes that Mr. Sami Ensio, Ms. Anna Lindén, Mr. Risto Linturi and Mr. Heikki Nikku are re-elected as members of the Board of Directors. The members of the Board of Directors will be elected for a one-year term and their term of office will continuing until the closure of the next Annual General Meeting. All nominees have given their consent to the election. Detailed presentation of the nominees can be found the company’s website www.innofactor.com/invest-in-us/general-meeting/.