AS Tallinna Vesi notice to convene the Annual General Meeting of Shareholders - Seite 2

3. Recall of a Supervisory Council member and election of a new Supervisory Council member

3.1. Recalling of Mr Allar Jõks from the Supervisory Council

Supervisory Council’s proposal:
In view of the expiry of the 10-year term of office (criterion for an independent Board Member in accordance with the Corporate Governance Recommendations), to grant the resignation presented by Mr Allar Jõks and recall him from the Supervisory Council (end of term 01/06/2023).

3.2        Election of Gerli Kivisoo as a new Supervisory Council member

Supervisory Council’s proposal:
To elect Gerli Kivisoo as a new independent member of the Supervisory Council for a term of office of three (3) years from 2 June 2023. The activities of the Member of the Supervisory Council will be remunerated in accordance with clause 3 of the Minutes of the General Meeting of the Company of 22/11/2005.

4. Election of an auditor

Supervisory Council’s proposal: To appoint Aktsiaselts PricewaterhouseCoopers (registry code 10142876) as the auditor of the Company for the financial years of 2023 and 2024 and authorize the Management Board of the Company to extend the current agreement with the said auditor (including the procedure for remuneration of the auditor) for two years.

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Accepting additional items to the agenda of the Annual General Meeting
Shareholders with their shares representing at least 1/20 of the share capital may make proposals regarding agenda items (including nominate alternative candidates for members of the Supervisory Council) and request adding extra items to the agenda of the General Meeting, provided that this request is submitted in writing by post (Ädala 10, 10614 Tallinn) or electronically (email: [e-mail]) no later than 15 days prior to the General Meeting, i.e., the Company has received them by 17 May 2023 at the latest. Shareholders with their shares representing at least 1/20 of the share capital, may submit their draft resolutions in writing for each agenda item no later than 3 days prior to the General Meeting, i.e., by the end of the day (23:59 UTC+3) on 29 May 2023 at the latest. The process of exercising those rights is published in more detail on the Company’s website at www.tallinnavesi.ee, where also the draft resolutions and reasoning submitted by shareholders will be published after the receipt thereof.