Market announcement

Title

NOTICE OF CALLING THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

Message

The  Management Board  of Coop  Pank AS  (registry code 10237832, address Maakri
30, Tallinn,  Estonia, 15014; hereinafter the Company)  calls the annual General
Meeting of Company's shareholders on 12 April 2023 at 13:00 (Estonian time) held
at L'Embitu hotel conference room "Leiger" (Lembitu str 12, Tallinn, Estonia).

According  to  the  resolution  of  Company's  Supervisory Board, dated 15 March
2023, the  agenda of Company's  annual General Meeting  of shareholders with the
proposals  of Company's Management Board and Supervisory Board to be adopted are
as follows (whereas the Supervisory Board has proposed to vote for the submitted
draft decisions of each item that requires voting in the agenda):

 1. Approval of the consolidated Annual Report 2022 of Coop Pank AS

To  approve the consolidated Annual Report 2022 of Coop Pank AS, as submitted to
the General Meeting.

 1. Profit allocation of Coop Pank AS for the financial year 2022

To approve the proposal of the Management Board for allocating the net profit of
Coop Pank AS in the amount of 20 350 thousand euros as follows:

  * To transfer 1 017 thousand euros to the legal reserve.
  * To pay dividends in the net amount of 4,5 eurocents per share. The list of
    shareholders entitled to receive dividends will be established as at
    27.04.2023 COB. Consequently, the day of change of the rights related to the
    shares (ex-dividend date) is set to 26.04.2023. For shares acquired from
    this day onwards, the shareholder is not entitled to receive a dividend for
    the Company's 2022 financial year. Dividends shall be disbursed to the
    shareholders on 03.05.2023.
  * To transfer the remaining part of the profit to retained earnings.

 1. Overview of the Chairman of the Management Board of the business environment
    and of the financial results for the first two months of 2023.

Chairman of the Management Board's overview to the shareholders of the business
environment and Company's financial results for the first two months of 2023.

 1. Amendment of articles of association

To  amend the  articles of  association of  the Company  and to  approve the new
wording of the articles of association as attached to this decision.


 1. Recall of the Supervisory Board members

To  recall all members of the Supervisory  Board, i.e. Alo Ivask, Viljar Arakas,
Jaan Marjundi, Raul Parusk, Roman Provotorov ja Silver Kuus.

 1. Election of Supervisory Board

To  elect following persons as new members of the Supervisory Board of Coop Pank
AS:

  * Rainer Rohtla with authority as of the date of this decision for a term of
    3 (three) years.
  * Viljar Arakas with authority as of the date of this decision for a term of
    3 (three) years.
  * Jaan Marjundi with authority as of the date of this decision for a term of
    3 (three) years.
  * Raul Parusk with authority as of the date of this decision for a term of 3
    (three) years.
  * Roman Provotorov with authority as of the date of this decision for a term
    of 3 (three) years.
  * Silver Kuus with authority as of the date of this decision for a term of 3
    (three) years.



 1. Remuneration and compensation of Supervisory Board

To  determine  the  remuneration  of  the  members  of  the Supervisory Board as
following:  the basic remuneration for the  chairman of the Supervisory Board as
2 000 euros  (gross) per  month, and  basic remuneration  for the members of the
Supervisory Board as 1 500 euros (gross) per month.

The circle of shareholders entitled to participate in the General Meeting is
determined as of 7 days prior to the General Meeting, i.e. at the end of the
working day of the Nasdaq CSD Estonian settlement system on 05 April 2023.
Registration of participants will start an hour before the beginning of the
meeting, i.e. at 12:00. We ask the shareholders and their representatives to
arrive in good time, taking into account the time required to register the
participants.

For participating in the General Meeting:

 1. Individual shareholders should submit an identity document, their
    representatives should also hold a valid written authorisation;
 2. legal representatives of corporate shareholders should submit their identity
    document; the authorised representative should also hold a valid written
    authorisation document. In case the corporate shareholder is not registered
    in the Estonian Commercial Register, we ask to provide a valid extract from
    the relevant register where the legal person is registered and from which
    the representative's right to represent the shareholder arises. The extract
    must be in English or translated into Estonian or English by a sworn
    translator or an official equivalent to sworn translator. The documents of a
    foreign shareholder must be legalised or authenticated by apostille, unless
    otherwise provided by an international agreement.

The  shareholder may notify  the Company of  the appointment of a representative
and  the revocation of  the proxy by  sending the documents  to Company's e-mail
address  [email protected] (mailto:[email protected])  or take the above documents
to  the Company's office at Maakri 30, Tallinn, weekdays between 9:00 am - 5:00
pm  no later  than 10 April  2023 at 5:00 pm  (Estonian time). The authorisation
document    templates    are    available    on   the   Company´s   website   at
https://www.cooppank.ee/en/general-meetings.  If so desired,  CEO of the Company
Margus Rink may be appointed as a representative to vote at the General Meeting.

Documents,  concerning  the  General  Meeting,  draft  decisions  of the General
Meeting  and other  documents submitted  to the  General Meeting pursuant to law
(incl. the notice of calling the General Meeting, draft decisions, Annual Report
2022 of  the Company,  report of  the supervisory  board and Remuneration Report
2022; the  articles of  association), as  well as  other information  subject to
disclosure,   are   available   for   examination   on   the  Company´s  website
https://www.cooppank.ee/en/general-meetings as well as on prior notice beginning
from  the  notification  of  the  General  Meeting  until the day of the General
Meeting  at Company's  headquarters in  Tallinn, Maakri  30 on working days from
9:00 am   till  5:00 pm.  Please  contact  us  in  advance  at  [email protected]
(mailto:[email protected])  to request access to the documents.

Shareholders,  whose shares represent at least  1/20 of the share capital of the
Company,  may demand  the inclusion  of additional  items on  the agenda  of the
annual  General Meeting,  if the  corresponding request  is filed  in writing at
least  15 days prior to the  General Meeting, i.e. at  the latest by 11:59 pm on
28 March  2023, at the e-mail address [email protected] (mailto:[email protected])
or to the Company's location at Maakri 30,Tallinn. A draft decision or rationale
must be submitted at the same time as the proposal to supplement the agenda.

Shareholders,  whose shares represent at least  1/20 of the share capital of the
Company,  may submit to the Company in writing a draft resolution on each agenda
item,   by   posting   the   draft   to   the  e-mail  address  [email protected]
(mailto:[email protected])  or to  the Company's  location at Maakri 30, Tallinn.
The  draft must be submitted in  electronic form or by post  so that it would be
delivered to and received by the Company no later than 3 days before the General
Meeting, i.e. by 11:59 pm on 09 April 2023 at the latest.

At  the General Meeting, shareholders are entitled to receive information on the
activities of the company from the management board. Management board may refuse
to  provide information if there are reasonable grounds for assuming that it may
cause  significant damage  to the  interests of  the Company.  In case the board
refuses  to provide information, the shareholder may require the General Meeting
to  decide on  the lawfulness  of the  request or  to submit within two weeks an
application to the court in petition proceedings, to oblige the management board
to disclose information.

Questions  on other organisational issues of the General Meeting are expected on
the  phone +372 669 0900 on working  days or at  e-mail address [email protected]
(mailto:[email protected]).

Sincerely

Magus Rink
Chairman of the Management Board
Coop Pank AS

Annex 1 - information on the supervisory board member candidates