Proposals of the Shareholders’ Nomination Board of KH Group Plc to the Annual General Meeting

Core Viewpoint - The Shareholders' Nomination Board of KH Group Plc has submitted its proposals for the composition of the Board of Directors for the upcoming Annual General Meeting scheduled for May 5, 2026, with a focus on maintaining experienced leadership while addressing gender representation concerns [1][6]. Board Composition - The Nomination Board proposes a total of five members for the Board of Directors [2]. - Current members Juha Karttunen, Christoffer Landtman, Jari Rautjärvi, and Jon Unnérus are recommended for re-election, while Maija Jokela is proposed as a new member, with terms ending at the 2027 Annual General Meeting [3]. - Taru Narvanmaa will not be available for re-election [3]. - All nominees have consented to their election and are considered independent of the company and significant shareholders [4]. Gender Representation - The proposed Board composition includes only one woman among the five members, which deviates from the Corporate Governance Code's recommendations for balanced gender representation [6]. Expertise and Recruitment - The Nomination Board has identified key areas of expertise necessary for Board work and based the recruitment of the new member on these defined competence areas [7]. Remuneration - The proposed annual remuneration is EUR 50,000 for the Chair and EUR 30,000 for other Board members, with additional meeting fees for the Audit Committee [8]. - Travel expenses for Board members will be compensated according to the company's travel policy [9]. Nomination Board Charter - The Nomination Board proposes an amendment to its Charter, requiring that proposals for the Annual General Meeting be published no later than six weeks prior to the meeting [11]. Composition of the Nomination Board - The Nomination Board consists of representatives from the largest shareholders and the Chairman of the Board of Directors, with specific members listed [12]. Company Overview - KH Group Plc operates in sustainable construction and critical societal functions, with two main business areas: construction machinery and rescue vehicle manufacturing [13].