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STOCK EXCHANGE RELEASE, MAY 15, 2020, 5.00 PM

Notice to Anniversary General Meeting

Notice is hereby accustomed to the shareholders of QPR Software Plc that the Anniversary General Affair can be captivated on Monday 8 June, 2020 beginning at 1:00 p.m. on the Company’s abode Huopalahdentie 24, 00350 Helsinki, Finland. Accord and train of actor rights within the Affair is accessible alone by the use of proxy illustration, by appointment counterproposals and allurement questions in beforehand in accordance with the directions accustomed on this apprehension and contrarily by the Company.

The proposals to the Anniversary General Affair are appropriate with the proposals submitted for the Anniversary General Affair convened by the Board of Directors on February 27, 2020 which was annulled because of the Covid-19 pandemic. The Board of Directors of the Company has certain on wonderful measures pursuant to the performing laws accustomed by the Finnish Parliament on April 24, 2020. In adjustment to anticipate the beforehand of the Covid-19 pandemic, the Anniversary General Affair can be captivated afterwards shareholders’ look on the Affair venue. This is all-important in adjustment to make sure the bloom and assurance of the shareholders, advisers and added stakeholders of the Company as able-bodied as to adapt the Affair in a anticipated method acceptance in accordance company for shareholders to take part whereas moreover guaranteeing acquiescence with the accepted restrictions set by the authorities. For these causes, shareholders can take part within the Affair alone by software their rights by the use of proxy illustration, by appointment counterproposals and allurement questions upfront. Further directions will be start beneath on this apprehension in space C Instructions for the individuals of the Anniversary General Meeting.

The administration of the Company and the Accountant is not going to seem the Meeting, there can be no addresses by the Board or administration on the Affair and no webcast can be offered. Pre-recorded accent by the CEO can be seem on the Company’s web site on the day of the Anniversary General Meeting.

A. THE FOLLOWING MATTERS WILL BE ADDRESSED AT THE MEETING           

1. Opening of the Meeting

2. Affairs of adjustment for the Meeting

The Chair of the Affair can be Kalle Kyläkallio, attorney-at-law. In case Kalle Kyläkallio wouldn’t be capable of act because the Chair of the Affair for a beefy motive, the Board of Directors will identify accession being it deems greatest acceptable to behave because the Chair.

3. Acclamation of a being to affirm the anniversary and a being to confirm the counting of votes

The being to affirm the anniversary and to confirm the counting of votes can be Teemu Lehto. In case Teemu Lehto wouldn’t be capable of act because the being to affirm the anniversary and to confirm the counting of votes for a beefy motive, the Board of Directors will identify accession being it deems greatest acceptable to behave in that function.

4. Recording the acknowledged convening of the Affair and quorum

5. Recording the looks on the Affair and acceptance of the anniversary of votes

The shareholders who settle for the suitable to take part within the affair pursuant to Chapter 5 Sections 6, 6a and seven of the Finnish Limited Liability Companies Act can be recorded to simply accept abounding the assembly. The anniversary of votes can be adopted based on the recommendation offered by Euroclear Finland Oy.

6. Presentation of the Anniversary Accounts, the evaluation by the Board of Directors and the auditor’s abode for the yr 2019

QPR Software´s anniversary abode was seem on March 12, 2020 and contains the Company’s Anniversary Accounts, the evaluation by the Board of Directors and the auditor’s report. The certificates is accessible on the Company’s web site www.qpr.com.

7. Acceptance of the Anniversary Accounts

8. Resolution on the usage of the buildup obvious on the antithesis sheet

The Board proposes to the Anniversary General Affair that no allotment be paid based mostly on thebalance space to be adopted for the banking yr concluded on December 31, 2019.

9. Resolution on the acquittal of the associates of the Board of Directors and the Chief Executive Officer

10. Addressing the Accomplishment Policy

The Accomplishment Action applicative to the Board of Directors and the CEO was seem on February 27, 2020. The motion is absorbed to this apprehension and is accessible on the Company’s web site www.qpr.com. The decision on the Accomplishment Action is advisory.

11. Resolution on the accomplishment to the associates of the Board of Directors and to the Auditor

The aloft shareholders adapt yearly a angle to the Anniversary General Affair for the settlement of the Company’s Board of Directors as able-bodied as able-bodied for the anniversary allowance of the Board associates and auditors. The Chairman of the Board is amenable for contacting the aloft shareholders and agreeable at atomic three higher shareholders yearly to adapt the proposals.

On the advocacy of the aloft shareholders of the Company, the Absolute Proxy adumbrative known as by the Company, proposes to the Anniversary General Affair that the anniversary price payable to the Board associates adopted on the aforementioned affair for a appellation disaster on the abutting of the abutting Anniversary General Affair charcoal at accepted stage: EUR 25 230 for the Chair of the Board and EUR 16 820 for anniversary Board member. The price of the Accountant is proposed to be paid based on cheap bill.

12. Resolution on the cardinal of associates and acclamation of the Board of Directors

It has been dropped at the Company´s absorption that shareholders who signify 44.4% of the Company´s shares and votes will adduce to the Anniversary General Affair that the cardinal of Board associates be accepted at 4 (4) and that Mr. Vesa-Pekka Leskinen, Mr. Topi Piela, Mr. Jarmo Rajala and Ms. Salla Vainio be re-elected as Board members.

The Absolute Proxy adumbrative known as by the Company proposes on the advocacy of the aloft shareholders that the cardinal of Board associates be 4 (4) and that Mr. Topi Piela, Mr. Vesa-Pekka Leskinen, Mr. Jarmo Rajala and Ms. Salla Vainio be re-elected as Board members.

13. Acclamation of the Auditor

The Absolute Proxy adumbrative known as by the Company proposes to the Anniversary General Affair that evaluation shut KPMG Oy Ab be re-elected as QPR Software´s accountant for the banking yr 2020. Analysis shut KPMG Oy Ab has seem that Miika Karkulahti, Accustomed Accessible Accountant, would act as arch auditor.

14. The Allotment of the Board of Directors to adjudge on a allotment affair and on an affair of applicable rights

The Board of Directors proposes that the Anniversary General Affair would accredit the Board of Directors to adjudge on an affair of latest shares and conveyance of personal shares captivated by the Company. The allotment affair will be agitated out as a allotment affair adjoin acquittal or afterwards consideration.

The allotment moreover contains the suitable to affair applicable rights, within the acceptation of Chapter 10 Area 1 of the Companies Act, which baptize to the Company’s new shares or the Company’s personal shares captivated by the Company adjoin consideration.

The Board of Directors proposes that the allotment contains the suitable to aberrate from the shareholders’ pre-emptive cable proper.

The allotment shall be in power till the abutting Anniversary General Meeting.

The angle of the Board of Directors to accredit the Board of Directors to adjudge on a allotment affair and affair of applicable rights is absorbed to this discover.

15. Allotment of the Board of Directors to adjudge on accretion of personal shares

The Board of Directors proposes that the Anniversary General Affair would accredit the Board of Directors to adjudge on accretion of the Company’s personal shares. The Board of Directors proposes that the Anniversary General Affair would adjudge on an allotment not excluding the suitable to adjudge on a directed acquisition.

The allotment shall be in power till the abutting Anniversary General Meeting.

The angle to accredit the Board of Directors to adjudge on accretion of personal shares is absorbed to this discover.

B. DOCUMENTS

The proposals of the Board of Directors are seem as banal barter anniversary (appendix to this apprehension for Anniversary General Meeting).

The banking statements settle for been accessible for evaluation by the shareholders on the web site of the Company www.qpr.com again 12 March, 2020. Copies of the proposals of the Board of Directors and of the banking statements shall be beatific to a actor by request.

C. INSTRUCTIONS TO SHAREHOLDERS

In adjustment to anticipate the beforehand of the Covid-19 pandemic, the Affair can be organized in order that alone the proxy meeting are accustomed to be current on the Affair venue. This is all-important abnormally in adjustment to make sure the bloom and assurance of the Company’s shareholders, advisers and added stakeholders and acquiescence with the accepted restrictions set by the authorities. It is requested that shareholders would accredit the Absolute Proxy adumbrative nominated by the Company as their proxy adumbrative and accord him voting directions. Shareholders can alone take part by a proxy consultant, by appointment counterproposals and allurement questions upfront.

Participation and Registration

A actor of the Company that has been entered into the Company’s shareholders’ annals maintained by the Euroclear Finland Oy on May 27, 2020, has the suitable to take part within the Anniversary General Affair as declared on this discover.

The actor accommodating to take part within the Anniversary General Affair shall abode the Company of the accord on May 29, 2020, at 4:00 p.m. (Finnish time) on the newest, in autograph to the abode QPR Software Plc, Huopalahdentie 24, 00350 Helsinki, by buzz to the cardinal 358 50 4361 658, or by e mail to the abode [email protected].

The letter or bulletin of accord shall be on the vacation spot above-mentioned to the accomplishment of the allotment interval. The accessible proxies are requested to be delivered in affiliation with the allotment to the abode set alternating above.

Registrations fabricated to the Anniversary General Affair convened by the Board of Directors on February 27, 2020, which was annulled because of the Covid-19 pandemic, shall not be accounted as registrations to this Anniversary General Meeting.

Proxy adumbrative and admiral of legal professional

A actor could take part within the Anniversary General Affair and train his/her rights on the Affair alone by the use of proxy illustration. Due to restrictions acquired by the Covid-19 communicable shareholders are requested to make use of absolute proxy anniversary abiding by the Company and accredit the Absolute Proxy adumbrative nominated by the Company, or a being appointed by him to signify the actor and train on his/her anniversary the suitable to vote in accordance with the voting directions accustomed by the shareholder.

The Absolute Proxy adumbrative nominated by the Company is Heikki Uotila, attorney-at-law. His acquaintance recommendation is Susiluoto Attorneys-at-Law Ltd, Uudenmaankatu 16 B, 00120 Helsinki, Finland, tel. 358 400 429 786, e mail: [email protected].

A proxy adumbrative shall aftermath a anachronous proxy certificates or contrarily in a dependable tackle authenticate his/her applicable to signify the actor on the Anniversary General Meeting. Should a actor take part within the affair by company of a number of proxy meeting apery the actor with shares in altered book-entry accounts, the shares by which anniversary proxy adumbrative represents the actor shall be articular in affiliation with the allotment for the Anniversary General Meeting.

A association for a Power of Attorney as able-bodied as for directions to vote are accessible on the web site of the Company www.qpr.com newest on May 20, again appointment counterproposals to the Anniversary General Affair has ended. Accessible proxy abstracts ought to be delivered by e mail to [email protected] or in originals to QPR Software Plc, Huopalahdentie 24, and 00350 Helsinki. Delivery of a appropriately ready and lively proxy certificates to the Company afore the top of the allotment aeon constitutes due allotment for the Anniversary General Meeting.

Holders of appointee registered shares

A holder of appointee registered shares has the suitable to take part within the Anniversary General Affair by benefit of such shares, based mostly on which he/she on the almanac date of the Anniversary General Meeting, i.e. on May 27, 2020, could be advantaged to be registered within the shareholders’ annals of the Company captivated by Euroclear Finland Ltd. The applicable to take part within the Anniversary General Affair requires, as well as, that the actor on the bottom of such shares has been registered into the performing shareholders’ annals captivated by Euroclear Finland Ltd. on the newest by June 3, 2020 by 10:00 a.m. (Finnish time). With anniversary to appointee registered shares the performing entry into the shareholders´ annals is brash as allotment for the Anniversary General Meeting.

A holder of appointee registered shares is brash to enchantment afterwards adjournment all all-important directions apropos the performing allotment within the shareholder’s annals of the Company, the arising of proxy abstracts and allotment for the Anniversary General Affair from his/her babysitter financial institution. The anniversary administration alignment of the babysitter coffer has to annals a holder of appointee registered shares, who desires to take part within the Anniversary General Meeting, into the performing shareholders’ annals of the Company on the newest by June 3, 2020 by 10:00 a.m. (Finnish time), as talked about above.

Further recommendation in regards to the Anniversary General Affair is accessible on the web site of the Company www.qpr.com.

Other directions and data

Shareholders who authority at atomic one hundredth of all of the shares within the Company settle for a applicable to perform a counterproposal on the calendar objects, to be positioned for a vote. Such counterproposals are applicable to be beatific to the Company by e mail to [email protected] no afterwards than by May 20, 2020 at 4:00 p.m (EEST). In affiliation with authoritative a counterproposal, shareholders are applicable to accommodate ready affirmation of shareholding. The counterproposal can be positioned for a vote accountable to the actor accepting the suitable toparticipate within the Anniversary General Affair and that the actor holds at atomic one hundredth of all shares within the Company on the almanac date of the Anniversary General Meeting. Should the counterproposal not be positioned for a vote on the assembly, beforehand votes in favor of the angle is not going to be taken under consideration. The Company will on May 26, 2020, the most recent, broadcast on its web site www.qpr.com the counterproposals, if any, that could be voted on.

A actor has the suitable to ask questions referred to in Chapter 5, Area 25 of the Finnish Limited Liability Companies Act with anniversary to the affairs to be brash on the Meeting. Such questions cost be beatific by e mail to [email protected] no afterwards than May 25, 2020 at 4:00 p.m. (EEST). Such questions from shareholders, the Company’s administration’s solutions to them, and any counterproposals that settle for not been positioned for a vote are accessible on the Company’s web site www.qpr.com on May 28, 2020. In affiliation with allurement questions and authoritative counterproposals, shareholders are applicable to accommodate ready affirmation of shareholding.

ANNUAL REPORT

QPR Software Plc’s anniversary abode 2019 was seem on Thursday, 12 March, 2020 and is accessible on the Company’s web pages at www.qpr.com. Copies of anniversary abode 2019 will moreover be accessible on the Company’s abode Huopalahdentie 24, 00350 Helsinki, Finland (tel. 358 45 325 8285 Tarja Viantie). 

OTHER INFORMATION

On the date of this apprehension for the Anniversary General Meeting, absolutely the cardinal of shares and votes in QPR Software is 12,444,863.

In Helsinki May 15, 2020

QPR SOFTWARE PLCThe Board of Directors

Additional data:

Vesa-Pekka LeskinenChairman of the BoardQPR Software PlcTel. 358 40 500 9830

DISTRIBUTION

Nasdaq HelsinkiPrincipal Mediawww.qpr.com

Neither this banal barter absolution nor any archetype of it could be taken, transmitted into or broadcast within the United States of America or its territories or possessions. 

APPENDIX 1

Proposals of the Board of Directors

AUTHORIZATION OF THE BOARD OF DIRECTORS TO DECIDE ON A SHARE ISSUE AND ISSUE OF SPECIAL RIGHTS

The Board of Directors proposes that the Anniversary General Affair of the Company to be captivated onJune 8, 2020 shall accredit the Board of Directors to adjudge on an affair of latest shares and conveyance of the personal shares captivated by the Company (share concern) both in a single or in a number of events. The allotment affair will be agitated out as a allotment affair adjoin acquittal or afterwards software on settlement to be bent by the Board of Directors.

The allotment moreover contains the suitable to affair applicable rights, within the acceptation of Chapter 10, Area 1 of the Companies Act, which baptize to the Company’s new shares or the Company’s personal shares captivated by the Company adjoin consideration.

AUTHORIZATION OF THE BOARD OF DIRECTORS TO DECIDE ON ACQUISITION OF OWN SHARES

The Board of Directors proposes that the Anniversary General Affair of the Company to be captivated on June 8, 2020 shall accredit the Board of Directors to adjudge on an accretion of personal shares on the afterward circumstances:

APPENDIX 2

Remuneration motion for administering our bodies

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