Punktid Technologies
Notice to convene annual general meeting

Notice of the ordinary general meetings, its agenda and proposed resolutions

Dear shareholder of Punktid Technologies AS,

Notice is hereby given that the ordinary general meeting of Punktid Technologies AS (registry code 16158335; registered office at Tornimäe Str. 5, 10145 Tallinn, Estonia, hereinafter also the Company) will be held on 30 June 2023 at 10:00 at the Company’s offices at Vabaõhumuuseumi road 1, 13522 Tallinn, Estonia.

The agenda of the ordinary general meeting:

1. Approval of the consolidated annual report of 2022

Draft resolution and proposal of the Company’s supervisory board:

1. To approve the Company’s consolidated annual report of 2022 in the form as presented to the shareholders by the Company’s management board (Annex 1).

2. Proposal on covering losses

Draft resolution and proposal of the Company’s supervisory board:

1. To approve the Company’s losses for the financial year 2022 at EUR -139,833. To direct the losses from the financial year to the accumulated losses from previous periods and to cover the losses on account of profits from future periods.

3. Resignation of a supervisory board member

Draft resolution and proposal of the Company’s supervisory board:

1. To acknowledge that the Company’s supervisory board member Andres Lüiste has submitted a notice of resignation whereby Andres Lüiste will resign from the position of the Company’s supervisory board member as of 3 July 2023.
2. To confirm that the authorisations of the Company’s supervisory board member Andres Lüiste shall terminate in connection with his resignation as of 3 July 2023.

4. Election of a supervisory board member

Draft resolution and proposal of the Company’s supervisory board:

1. To elect Urmas Kamdron (personal identification code 38005200219) to the Company’s supervisory board from 3 July 2023. 

5. Conclusion of an agreement with a supervisory board member

Draft resolution and proposal of the Company’s supervisory board:

1. To grant a consent for the conclusion of a supervisory board member agreement between the Company and Urmas Kamdron. To set the monthly remuneration to be payable to Urmas Kamdron from September 2023 at EUR 300 (gross) which will be payable by the 7^th day of the following month. To appoint Hannes Niid as the representative of the Company upon conclusion of the supervisory board member agreement with Urmas Kamdron, who will be entitled to determine the remaining terms and conditions of the supervisory board member agreement at his discretion.

6. Determining the remuneration of the chairman of the supervisory board

Draft resolution and proposal of the Company’s supervisory board:

1. To set the monthly remuneration to be payable to Sander Kahk from September 2023 at EUR 350 (gross) which will be payable by the 7^th day of the following month. To grant a consent for the respective amendment of the supervisory board member agreement concluded with Sander Kahk and to appoint Hannes Niid as the representative of the Company upon conclusion of the respective amendment agreement.

The materials of the ordinary general meeting will be available on the website of the Company at www.punktid.ee/investor and at the registered office of the Company at Tornimäe Str. 5, 10145 Tallinn, Estonia on business days from 9 am to 5 pm.

Questions regarding the agenda items may be sent by e-mail to invest@punktid.com. The questions together with the answers will be published on the website of the Company. All shareholders have in accordance with the law a right to receive information at the general meeting from the management board about the operation of the Company. Shareholders whose shares represent at least 1/10 of the share capital of the Company may demand the inclusion of additional issues on the agenda of the general meeting if the respective demand has been submitted no later than 15 days before the general meeting is held. Shareholders whose shares represent at least 1/10 of the share capital of the Company may propose a resolution on any or all agenda items, provided they submit the proposal at least three days before the general meeting. Shareholder requests and proposals have to be submitted by e-mail to invest@punktid.com and they will be published in line with legal requirements.

The list of shareholders eligible to vote will be fixed seven days before the general meeting, i.e. on 23 June 2023 as at the end of the working day of the Nasdaq CSD Estonian settlement system.

We ask everyone who decides to appoint a representative with a proxy, to inform us about it at the latest on 28 June 2023 and send us the digitally signed proxy to invest@punktid.com. In case you are not able to sign digitally, please send us the scanned proxy to invest@punktid.com and bring the original with you to the general meeting. The template required to formalise the proxy is available at the Company’s website.

Participation at the general meeting is possible both physically and electronically. In order to participate electronically, the management board of the Company shall publish the required participation link and instructions on the website www.punktid.ee/investor. Registration of physical attendees begins on 30 June 2023 at 09:45. For registering general meeting participants, please bring along a certified copy of the valid registry card (in case of Estonian legal persons, not older than 7 days) pursuant to which the person is entitled to represent the shareholder and the representative’s identification document or a duly formalised power of attorney and the representative’s identification document. Documents of a legal person registered abroad must be legalised or affixed with an apostille, unless otherwise provided in an international agreement.

The invitation of the ordinary general meeting of the Company will be published in Eesti Päevaleht on 8 June 2023.

Yours sincerely,

Hannes Niid

Management board member of Punktid Technologies AS

Contacts for additional information

Hannes Niid
Management Board Member of Punktid Technologies AS
E-mail: invest@punktid.com