Decisions of the Annual General Meeting of Duell Corporation

Duell Corporation’s (“Duell” or the “Company”) Annual General Meeting was held on November 25, 2025, in Helsinki. The Annual General Meeting adopted all the proposals of the Board of Directors and/or the shareholders to the Annual General Meeting.

Financial statements and dividend

The Annual General Meeting adopted the financial statements, annual report and audit report as well as consolidated financial statements for the financial year from 1 September 2024 to 31 August 2025 and resolved that the parent company’s profit for the financial year amounting to EUR 646,526 will be transferred to the retained earnings account and that no dividend will be distributed.

Deciding on discharge from liability

The Annual General Meeting resolved to discharge from liability the members of the Board of Directors and the CEO for the financial year from 1 September 2024 to 31 August 2025.

Remuneration report for governing bodies

The Annual General Meeting confirmed the remuneration report presented to the Annual General Meeting. The resolution on the remuneration report is advisory in accordance with the Limited Liability Companies Act.

Remuneration of the members of the Board of Directors

The Annual General Meeting resolved that the members of the Board of Directors are paid following monthly compensation:

• Chair of the Board of Directors: EUR 4,000;
• Deputy Chair of the Board of Directors: EUR 3,000; and
• other members of the Board of Directors: EUR 2,000.

Members of Committees are paid the following meeting fees:

• Chair of a Committee: EUR 1,000 per meeting, however, only if a member of the Board of Directors other than the Chair or Deputy Chair of the Board of Directors acts as the Chair of the Committee; and
• other members of Committees: EUR 500 per meeting.

In addition, reasonable travel expenses incurred by members of the Board of Directors from meetings will be reimbursed in accordance with the Company’s travel policy.

Number of members of the Board of Directors

Annual General Meeting resolved that the number of ordinary members of the Board of Directors be four (4) for the term of office of members of the Board of Directors that ends at the close of the Annual General Meeting following their election.

Members of the Board of Directors

The Annual General Meeting re-elected the current members Anna Hyvönen, Kim Ignatius and Axel Lindholm to the Board of Directors and elected Elina Rahkonen as a new member to the Board of Directors for the term of office of the Board of Directors that ends at the close of the Annual General Meeting following their election.

Auditor and remuneration of the auditor

The Annual General Meeting re-elected Authorised Public Accounting firm KPMG Oy Ab as the auditor of the Company for the term of office of the auditor that ends at the close of the Annual General Meeting following the election of the auditor. Authorised Public Accountant Mari Kaasalainen will act as the responsible auditor. The auditor’s fee and travel expenses shall be reimbursed according to the auditor’s invoice approved by the Board of Directors.

Authorisation of the Board of Directors to decide on the repurchase of own shares

The Annual General Meeting authorised the Board of Directors to resolve on the repurchase of own shares as follows.

The aggregate amount of own shares to be repurchased based on the authorisation shall be the maximum of 519,437, which corresponds to approximately 10 per cent of all of the shares in the Company as at the date of the notice to the General Meeting.

Only the unrestricted equity of the Company can be used to repurchase own shares based on the authorisation.

Own shares can be repurchased at a price formed in public trading on the date of the repurchase or otherwise at a price formed on the market.

The Board of Directors shall decide how own shares will be repurchased. Own shares can be repurchased otherwise than in proportion to the shareholdings of the shareholders (directed repurchase).

Own shares can be repurchased to limit the dilutive effects of issuances of shares carried out in connection with possible acquisitions, to develop the Company’s capital structure, to be transferred for financing or execution of possible acquisitions, to be used in incentive arrangements or to be cancelled, provided that the repurchase is in the interest of the Company and its shareholders.

The authorisation is effective until the close of the next Annual General Meeting, however no longer than until December 31, 2026.

The authorisation replaces the authorisation granted by the Annual General Meeting held on November 20, 2024.

Authorisation of the Board of Directors to resolve on share issues

The Annual General Meeting authorised the Board of Directors to resolve on the issuance of shares in one or several parts, either against payment or without payment as follows.

The aggregate amount of shares that may be issued based on the authorisation shall be the maximum of 519,437 shares, which corresponds to approximately 10 per cent of all of the shares in the Company as at the date of the notice to the General Meeting.

Shares may be issued to develop the Company’s capital structure, to finance or execute possible acquisitions and to be used in incentive arrangements, provided that the issue of shares or special rights is in the interest of the Company and its shareholders.

The Board of Directors shall resolve on all the conditions of the issuance of shares. The issuance of shares may be carried out in deviation from the shareholders’ pre-emptive rights (directed issue). The authorisation concerns both the issuance of new shares as well as the transfer of treasury shares.

The authorisation is effective until the close of the next Annual General Meeting, however no longer than until December 31, 2026.

The authorisation replaces the share issue authorisation granted by the Annual General Meeting held on November 20, 2024.

Minutes of the Annual General Meeting

The minutes of the Annual General Meeting will be available on the Company’s website https://investors.duell.eu/en/corporate_governance/annual_general_meeting_2025 as of December 9, 2025, at the latest.

Duell Corporation, Board of Directors

Further information

Pellervo Hämäläinen, Communications and IR Manager
Duell Corporation
+358 40 674 5257
pellervo.hamalainen@duell.eu

Certified Advisor

Oaklins Finland Ltd
+358 9 612 9670

Duell Corporation (Duell) is an import and wholesale company based in Mustasaari, Finland, established in 1983. Duell imports, manufactures, and sells products through an extensive distribution network in Europe covering approximately 8,500 dealers. The range of products includes over 100,000 items under more than 500 brands. The assortment covers spare parts and accessories for Motorcycling, Bicycling, ATVs/UTVs, Snowmobiling, Marine and Garden/Forest categories. Logistics centres are in Finland, Sweden, Netherlands, France, and the UK. Duell’s net sales in 2025 was EUR 127 million and it employs 200 people. Duell’s shares (DUELL) are listed on the Nasdaq First North Growth Market Finland marketplace. www.duell.eu.