Notice of Annual General Meeting (AGM) of Bioretec Ltd

A shareholder may participate in the Annual General Meeting and exercise their rights at the meeting by way of proxy representation. A proxy representative shall present a dated power of attorney or, in another reliable manner, demonstrate their right to represent the shareholder. A proxy template is enclosed in Appendix 1 to this Notice.

Shareholders wishing to participate in the meeting must register for the meeting no later than on 16 April 2024 at 4:00 p.m. (Finnish time). Instructions for registration are set out below in section C. INSTRUCTIONS FOR THE PARTICIPANTS 

A.  Agenda of the Annual General Meeting

The items on the agenda for the General Meeting are the following:         

B. DOCUMENTS OF THE GENERAL MEETING

Documents referred to in Chapter 5, Section 21 of the Finnish Companies Act are available and printable at the company's website: https://bioretec.com/agm2024 .

The meeting minutes of the Annual General Meeting will be available on the company's website no later than 10 May 2024.

C. INSTRUCTIONS FOR THE PARTICIPANTS

Eligibility to attend and registration for the Annual General Meeting       

1.Shareholder registered in the shareholders' register

Each shareholder who is registered on 16 April 2024 in the shareholders' register of the company held by Euroclear Finland Ltd., has the right to participate in the General Meeting. A shareholder whose shares are registered on his/her/its personal Finnish book-entry account is registered in the shareholders' register of the company.

A shareholder, who wants to participate in the General Meeting, shall register for the

meeting no later than on 16 April 2024 at 4:00 p.m. (Finnish time), by which time the registration must be received.

The registration may take place by:

a) email to the address [email protected],

b) phone to the number +358 20 778 9500 or

c) mail to the address Bioretec Oy, Yrittäjänkulma 5, FI-33710 Tampere.

In connection with the registration, a shareholder shall notify his/her/its name, personal identification number, address, email address, and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. Shareholder, his/her/its representative or proxy representative shall, when necessary, be able to prove his/her/its identity and/or right of representation.        

2. Holders of nominee-registered shares

A holder of nominee-registered shares has the right to participate in the General Meeting by virtue of such shares, based on which the shareholder on the record date of the General Meeting, i.e. on 16 April 2024, would be entitled to be registered in the shareholders' register of the company maintained by Euroclear Finland Ltd. The right to participate in the General Meeting requires, in addition, that the shareholder has on the basis of such shares been registered into the temporary shareholders' register of the company held by Euroclear Finland Ltd. at the latest on 23 April 2024 by 10:00 a.m. (Finnish time). As regards nominee-registered shares this constitutes due registration for the General Meeting.

A holder of nominee-registered shares is advised to request without delay necessary instructions regarding the registration in the temporary shareholder's register of the company, the issuance of proxy documents and voting instructions, and registration for the General Meeting from his/her/its custodian bank. The account management organization of the custodian bank shall register a holder of nominee-registered shares who wants to participate in the General Meeting into the temporary shareholders' register of the company at the latest on the date and time mentioned above.        

3. Proxy representative and powers of attorney

A shareholder may participate in the General Meeting and exercise his/her/its rights at the meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise provide reliable evidence of the right to represent the shareholder. The authorization applies to one meeting only unless otherwise stated. If a shareholder participates in the General Meeting by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the General Meeting. The sample power of attorney is enclosed to this notice.

Proxies, if any, are requested to be delivered to the company's office at Bioretec Oy, Yrittäjänkulma 5, FI-33710 Tampere, Finland, or to the email address [email protected] before the end of the registration period.

Other instructions / information

A shareholder present at the General Meeting has the right ask questions pursuant to Chapter 5, Section 25 of the Companies Act with respect to the matters to be considered at the General Meeting.

The shareholders do not have the possibility to vote in advance.

Personal information collected by Bioretec Ltd shall be used only in connection with the General Meeting and the processing of related necessary registrations and for shareholder communication. The privacy statement in respect of the General Meeting is available at the company's website https://bioretec.com/agm2024.

Bioretec Ltd has a total of 20.336.858 shares on the date of publication of the notice of the meeting 5 April 2024. The company does not have any Bioretec shares in its possession. Possible changes in shareholding occurring after the date of registration for the General Meeting shall not affect the shareholder's right to participate in the meeting nor the voting rights of a shareholder.  

Tampere, 5 April 2024

BIORETEC LTD

BOARD OF DIRECTORS

Contact Persons

Tomi Numminen, Chairman of the Board of Directors, [email protected]

Timo Lehtonen, CEO, [email protected]

APPENDICES        

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