Resolutions of Harvia Plc's Annual General Meeting on 26 April 2024 - Seite 2

Further, the monthly remuneration of the Board members will be paid in company shares and in cash in such a way that 40 per cent of the total monthly remuneration will be paid in company shares purchased at a price determined in public trading on Nasdaq Helsinki Ltd and 60 per cent will be paid in cash. The shares will be acquired within two weeks from the day following the publication of the company’s interim report for the period 1 January–31 March 2024. The company will pay any costs and transfer tax related to the purchase of company shares. In case the remuneration cannot be paid in company shares due to legal or other regulatory restrictions or due to other reasons related to the company or a member of the Board of Directors, the remuneration will be paid in cash.

A member of the Board of Directors may not transfer the shares received as remuneration for Board membership in 2024 until two years have passed since the date of transfer of the shares.

The remuneration for the Board committee work will be paid fully in cash.

The members of Board of Directors who live outside Finland will be paid EUR 900 for each meeting if the member travels to Finland only for that meeting. The fee will be paid in cash. When the member of Board of Directors attends the meeting by telephone or other electronic means, no fee will be paid for that meeting. No fee is paid for decisions made without convening a meeting.

The travel expenses of the members of the Board of Directors are compensated in accordance with the company’s travel rules.

Authorised Public Accounting firm Deloitte Oy was elected as the Auditor of the company and as a certification authority for the company's sustainability reporting in financial year 2024 and Authorised Public Accountant Johan Groop will act as the Responsible Auditor. It was resolved that the remuneration for the Auditor is paid according to the Auditor’s reasonable invoice.

Authorising the Board of Directors to decide on the repurchase of the company’s own shares

The Board of Directors was authorised to resolve on the repurchase of a maximum of 934,711 shares in the company in one or several tranches. The maximum number of shares to be repurchased represents approximately 5% of all the shares in the company on the date of the Annual General Meeting. Only the unrestricted equity of the company can be used to repurchase own shares on the basis of the authorisation.