Board of directors’ authorizations

Authorizations given by the Annual General Meeting of Apetit Plc on 25 March 2015

Authorization for share issue and for transfer of Apetit Plc shares

The Annual General Meeting authorised the Board of Directors to decide on issuing shares, which would include the right to issue new shares or transfer Apetit shares held by the company.The authorisation covers a maximum total of 761,757 shares, and the maximum number of new shares is 635,470, and the number of Apetit Plcs’ shares held by the company 126,287.

The minimum subscription price for each new share will be the nominal value of the share (EUR 2). The minimum transfer price for Apetit shares held by the company will be the market value of the share at the time of transfer, determined by the price quoted in public trading on NASDAX OMX Helsinki Ltd. The Board of Directors will also have the right to issue shares against consideration other than cash. In share-based incentive schemes, shares can also be issued without consideration.

The authorisation includes the right to deviate from the shareholders’ pre-emptive subscription right (targeted issue) if the company has an important financial reason for doing so, such as the development of the company’s capital structure, the financing and implementation of corporate acquisitions or other arrangements, or the implementation of a share-based incentive or reward scheme.

The authorisation is valid until the 2018 Annual General Meeting. The authorisation revokes the earlier authorisation to issue shares, given on 28 March 2012, and the authorisation to transfer Apetit Plc shares, given on the same date.