Corporate Governance

Insider administration

The Insider Guidelines of Puuilo Plc are based on Finnish and EU laws and regulation*.

The purpose of the Insider Guidelines is to summarize the most important rules and restrictions regarding inside information and the use and management thereof in the company.

Insider Guidelines include rules and regulations about prohibited use of inside information, the company's insider lists, disclosure and delayed disclosure of inside information and notifying transactions of the company's management and their closely associated persons.

These Insider Guidelines apply to all persons employed by, at the service of or in a position of trust, including the Board of Directors, (each an "employee") with the company and its group companies.

These Insider Guidelines are also applicable to parties who by virtue of some other agreement or otherwise are performing tasks through which they have access to inside information relating to the company and who have thus been entered into the insider list of the company. These parties could be, for example, advisors, accountants, auditors or credit rating agencies (each a "service provider"). In addition, the Insider Guidelines describe certain notification obligations that the rules and regulations impose on the closely associated persons of the members of the company's Board of Directors and Group Management Team.

*Of which the most important are the EU's Regulation 596/2014/EU on market abuse (MAR), the Level 2 delegated regulations adopted under the MAR , guidelines relating to MAR issued by ESMA, the Finnish Securities Markets Act (746/2012, as amended, the "SMA"), the Finnish Penal Code (39/1889, as amended) as well as the guidelines for insiders of Nasdaq Helsinki Ltd ("Nasdaq Helsinki").

Public disclosure of inside information

The company is as an issuer required to inform the public as soon as possible of inside information which directly concerns it or its financial instruments. The company shall ensure that the inside information is made public in a manner which enables fast access and complete, correct and timely assessment of the information by the public.

The information to be disclosed will be disclosed via a stock exchange release submitted to the central media, the FSA and Nasdaq Helsinki. In addition, the information is published and maintained on the company's website for a period of at least five (5) years.

Notification requirement for the persons discharging managerial responsibilities

The company has defined the persons discharging managerial responsibilities in the company to be the members of the Board of Directors, the CEO and the Chief Financial Officer pursuant to MAR (hereinafter the "managers").

The managers as well as persons closely associated with them (hereinafter the "related parties") have an individual obligation to notify the company and the FSA of transactions conducted on their own account relating to the shares or debt instruments of the company or other financial instruments or derivatives linked thereto.

The transactions shall be notified to FSA by sending the required information in the notification form available on FSA's website. The form is sent to FSA via secure email to johdonkaupat@finanssivalvonta.fi and the company to trading@puuilo.fi.

Published transaction notifications of management members and persons closely associated with them can be viewed here.

Closed period

The managers may not conduct any transactions on their own account or for the account of a third party, directly or indirectly, relating to the company's shares or other financial instruments during a closed period of thirty (30) calendar days before the publication of the financial statements release, half year report or business review, including the day of publication of said report. The company notifies the managers of the closed period in advance.