CG statement 2025

2025

Corporate Governance Statement

3 Introduction

4 Governing bodies

10 Remuneration

14 Risk management and internal controls

Approved by the Board of Directors Approval date: 4 March 2026 Responsibility: President and CEO

A Grid, Otakaari 5A, 02150 Espoo, FINLAND Tel +358 (0) 20 766 9700

https://www.deetee.com

Domicile Espoo Business ID 0878389-8

Introduction

Detection Technology Plc (the Company) is a public limited company registered in Finland, and its head office is located in Espoo, Finland. The Detection Technology Group (Detection Technology) comprises the parent company Detection Technology Plc in Finland, and its four subsidiaries in PR China, one in Finland, one in France, one in India and one in the US.

Currently, the Company operates in five locations in China. The Company has a manufacturing site and a branch office in Beijing, a manufacturing site in Wuxi, a R&D and manufacturing site in Shanghai, and a sales representative in Hong Kong.

As the Company's shares are listed on the Nasdaq First North Growth Market Finland (GM), the Company strives to follow the Finnish Corporate Governance Code (the CG code), that was effective at the time the Company was listed on the market in 2015, in its operations, even though this is not mandatory. The CG code is adopted by the Securities Market Association. The CG code is based on the comply-or-explain principle, which allows companies to deviate from individual recommendations if they can explain and justify the deviation. The Finnish Corporate Governance Code is publicly available on the website of the Finnish Securities Market Association.

This corporate governance statement is issued as a separate report and disclosed together with the financial statements and the Board of Directors' report on the Company's website. The CG statement has been prepared in accordance with recommendation 54 of the CG Code.

Decision-making and governance at Detection Technology Plc comply with the Company's Articles of Association, the Finnish Companies Act and other applicable legislation. In addition, the Company strives to comply with the recommendations of NASDAQ OMX Helsinki Ltd, as well as NASDAQ OMX Helsinki Ltd's Guidelines for insiders. The foreign subsidiaries comply with local legislation.

The General Meeting of shareholders, the Board of Directors and the President and CEO oversee the management of the Company. Their tasks are determined as specified by the Finnish Companies Act. The President and CEO oversees Group-level operational activities, assisted by Detection Technology's Management Group.

General Meetings

The General Meeting is the highest decision-making body of the Company. The Annual General Meeting (AGM) is arranged once a year on a date determined by the Board of Directors within six months of the end of the financial period. Extraordinary general meetings can be arranged during the year, if necessary and based on a separate invitation. In accordance with the Articles of Association, the General Meetings of the Company may be held in Espoo, which is the domicile of the Company, or in Helsinki or Oulu, Finland.

• the adoption of the financial statements, which in a parent company also means the adoption of the consolidated financial statements;

• the use of the profit shown on the balance sheet;

• the discharge of the members of the Board of Directors and the Managing Director from liability;

• the appointment of the members of the Board of Directors, unless it is otherwise provided in the Finnish Companies Act or in the Articles of Association on their term or appointment; and

• other matters that according to the Articles of Association are to be decided by the Ordinary General Meeting.

  All resolutions and documents related to the Annual General Meeting are published as a company announcement and on the Company's website.

  Shareholders' Nomination Board

  The Shareholders' Nomination Board (the Nomination Board) is responsible for preparing and presenting proposals on the remuneration and number of members of the Board of Directors, as well as a proposal on the members of the Board of Directors, to the Annual General Meeting and, where needed, to an Extraordinary General Meeting. The Nomination Board shall also be responsible for identifying successors for existing Board members.

  The Nomination Board shall consist of three (3) members, which shall be appointed by the Company's three (3) largest shareholders, who shall be entitled to nominate one (1) member each. The Chairman of the Board of Directors shall act as an expert member of the Nomination Board.

  The Company's largest shareholders shall be determined on the basis of the holdings in the shareholders' register of the Company held by Euroclear Finland Ltd as of the first working day in September preceding the next Annual General Meeting. The Chairman of the Board of Directors shall request each of the three largest shareholders, as defined above, to appoint one member to the Nomination Board.

  The Chairman of the Board of Directors convenes the first meeting of the Nomination Board. The Nomination Board shall elect a Chairman from among its members, and the Nomination Board convenes thereafter at the notice of the Chairman of the Nomination Board. Once the Nomination Board has been appointed, the Company will publish the composition through a stock exchange release. The members shall be nominated annually, and their term of office shall end when new members are nominated.

  The Nomination Board shall submit its proposals to the Board of Directors at the latest on the last working day of January preceding the next Annual General Meeting. The proposals of the Nomination Board will be published through a company announcement and included in the notice to the Annual General Meeting.

  The process for electing the members of the Shareholders' Nomination Board, as well as the composition and the duties of the Nomination Board, have been specified in more detail in the Charter adopted for the Nomination Board. The Charter is available on the Company's website.

  As of 12 September 2025, the Nomination Board has consisted of the Chair of the Board of A. Ahlström, Peter Seligson, as the Chair of the Nomination Board representing Ahlstrom Capital BV; Head of Investments Tomi Viia representing the OP mutual funds; and Director of Sustainability at Aktia Bank, Niina Arkko, representing Aktia's mutual funds as members. The Chair of Detection Technology's Board of Directors Henrik Roos has served as an expert member of the Nomination Board.

  The Nomination Board's proposals to the Annual General Meeting were published on 29 January 2025 and can be found on the Company's website.

  The Board of Directors

  The Board of Directors is responsible for the Company's management and the appropriate arrangement of its operations. The Board of Directors is responsible for duties specified in the Articles of Association and the Finnish Companies Act. The main duty of the Board of Directors is to approve the Company's strategy, decide on financial arrangements, and make decisions on the purchase and sale of significant assets. The Board of Directors follows the Company's financial development through monthly reports and other information that the Company management provides to the Board.

  The essential duties and responsibilities of the Board are defined primarily by the Articles of Association and the Finnish Companies Act. The Board annually ratifies a working order that specifies the meeting procedure of the Board of Directors and its tasks.

  The key tasks of the Board of Directors include:

• Approving Group strategy

• Approving consolidated financial statements and interim reports

• Proposals to the Annual General Meeting

• Appointing and dismissing the President and CEO

• Organization of financial and internal controls.

  In addition, the Board decides on matters of principle, as well as items that carry financial and business significance, such as:

• Group budgets and investment plans

• Group risk management and reporting procedures

• Decisions concerning the structure and organization of the Group

• Significant individual investments, acquisitions, divestments, and reorganizations

• Group insurance and financing policies

• Reward and incentive scheme for the President and CEO and other members of the Management Group

• Appointing Board committees

• Monitoring and evaluating the performance of the President and CEO.

The President and CEO is in charge of ensuring that the Board members have the necessary and sufficient information on the Company's operations.

In accordance with the Articles of Association, the Board of Directors consists of a minimum of four (4) and a maximum of seven (7) regular members. The Board members are elected by the Annual General Meeting for one term of office at a time. The term of office begins at the end of the General Meeting that elected the Board and expires at the end of the first Annual General Meeting of shareholders following the election.

The Articles of Association place no restrictions on the power of the General Meeting to elect members to the Board of Directors. The Board of Directors elects the Chairman from its members based on a proposal of the Nomination Board. The Board of Directors is deemed to have achieved quorum when at least half of its members are present. In addition to matters to be resolved, the Board of Directors is given real-time information on the operation, financial standing, and risks of the Group at their meetings.

The Company's AGM of 27 March 2025 decided on the composition of the Board of Directors as follows:

Roos Henrik 1958 M.Sc. (Econ.) Chair x x

Vasara Antti 1965 D.Sc. (Eng.) Vice Chair x x

Björkstén Marion 1971 M.Sc. (Econ.) Member x

Chen Amy 1978 MBA Member x x

Ingram Richard 1963 B.Sc. (Eng.), MBA Member x x

Vainionpää Jyrki 1976 M.Sc. (Econ.), CFA Member x

The Board of Directors convenes at reasonable intervals during the year according to an agreed schedule, in addition to which it convenes when necessary. Minutes are kept for all meetings. The Board met nine (9) times and made resolutions without convening a meeting once (1) in 2025, and the participation rate was 98%.

Trust Oy, and management consultant at McKinsey & Company (1993-2000). He holds a Doctor of Science degree in Engineering Physics.

B.A. in international finance.

Board Committees

The Board has established the following committees and appointed the following members to the committees:

The Remuneration Committee has consisted of three (3) members: Antti Vasara, Amy Chen, and Henrik Roos. Antti Vasara has been the Chair of the committee. The Remuneration Committee met four (4) times during 2025, and the participation rate was 96%.

The Audit Committee has consisted of three (3) members: Jyrki Vainionpää, Marion Björkstén, and Richard Ingram. Jyrki Vainionpää has been the Chair of the committee. The Audit Committee met five (5) times in 2025, and the participation rate was 100%.

Shareholdings of the Board of Directors

According to the share register maintained by Euroclear Finland Ltd, the members of the Board of Directors directly held 23,967 shares of Detection Technology Plc on 31 December 2025.

The Board of Directors appoints the President and CEO. The President and CEO is in charge of the management of the Company's business operations and governance in accordance with the Articles of Association, the Finnish Companies Act and the instructions given by the Board. The President and CEO is assisted in the management of the Group by the Management Group.

Hannu Martola has acted as President and CEO of the Company since 2007.

The Board of Directors decides on the service terms and conditions of the President and CEO, specified in writing. The President and CEO is subject to six months' notice and is entitled to a salary for the period of notice should the Company give notice, in addition to which he is entitled to severance pay equivalent to 12 months' fixed salary.

In addition to the statutory pension, the President and CEO is eligible for supplementary pension benefit.

The President and CEO proposes, and the Company's Board of Directors approves, the nomination and compensation of the Management Group members. The Management Group assists the President and CEO in the operative management of the Company, prepares matters handled by the Board and the President and CEO, and plans and monitors the operations of the business units. The Management Group convenes on a monthly basis and when necessary. The President and CEO acts as Chairman of the Management Group.

Members of the Management Group have been Hannu Martola (President and CEO), Matti Nylander (Chief Financial Officer), Sari Holopainen (Vice President, People and Culture), Arve Lukander (President, EMEIA Business Unit), Jyrki Still (Chief Technology Officer), Juha Talasmäki (Vice President, Business Development), Kai Utela (Vice President, Operations), Chen Wu (President, APAC Business Unit), and Bree Allen (President, Americas Business Unit) from 1 Jan 2025 until 23 May 2025.

According to the share register maintained by Euroclear Finland Ltd, President and CEO Hannu Martola held directly and through entities controlled by him 469,690 shares in the Company on 31 December 2025. Other members of the Management Group directly held a total of 223,274 shares.

Board of Directors

The General Meeting decides on the remuneration paid to the Board of Directors. On 27 March 2025, the Annual General Meeting decided to compensate the members of the Board as follows:

• Chair EUR 69,000 per annum

• Vice Chair EUR 51,000 per annum

• Members EUR 39,000 per annum

The Board of Directors will be paid a meeting-specific fee as follows: EUR 1,000 to the Chair of the Board of Directors and EUR 500 to the members of the Board of Directors per each meeting held in the home country of the respective member, and EUR 1,500 to the Chair of the Board of Directors and EUR 1,000 to the members of the Board of Directors per each meeting held elsewhere than in the home country of the respective member.

Members of the Audit Committee and the Remuneration Committee will be paid a meeting fee of EUR 500 per meeting.

The travel expenses of the members of the Board of Directors as well as the Audit Committee and the Remuneration Committee are compensated in accordance with the Company's travel rules.

Annual fees of the Board may fluctuate between the years due to the timing of the actual payment. The annual fees are payable in a single payment when a Board member chooses to take the fee in shares instead of money. Hannu Syrjälä acted as Chair of the Board until 3 Mar 2025.

An elected member of the Board of Directors may, at their discretion, choose to receive the annual fixed remuneration partly in Company shares and partly in cash so that approximately 40% of the annual fixed remuneration is paid in Detection Technology Plc shares.

The number of shares forming the above remuneration portion, which would be payable in shares, was determined based on the share value in the public trading maintained by Nasdaq Helsinki Ltd, calculated as the trade volume weighted average quotation of the share during the one-month period immediately following the date on which the interim report of January-March 2025 of the Company was published.

As a result of this resolution the following Board members took the opportunity to have part of their annual fixed remuneration to be paid in shares:

President and CEO

The President and CEO's remuneration consists of salary, fringe benefits, a possible annual bonus based on performance, and a long-term incentive. The President and CEO's remuneration includes an entitlement to an annual incentive of a maximum of twelve months' salary.

President and CEO's earning opportunity and performance measures in the long-term incentive plan are presented in the table below, status on 31 December 2025:

Management Group

The Management Group's remunerations consist of a salary, fringe benefits, a possible annual bonus based on performance, and a long-term incentive and share-based incentive scheme. The compensation principles of the Management Group members are decided by the Board of Directors. The Management Group's remuneration program includes an entitlement to an incentive of up to four months' salary.

Internal control

The Board's responsibility is to organize the internal control in the Company. The aim of the internal control is to ensure the effectiveness and profitability of the actions, the reliability of information, and compliance with rules and regulations. Internal control is part of the daily management of the Company.

The control system is based on Group-level policies, guidelines and processes, and the control of business operations and support processes. An operating culture is being built by the steering and control of the Company's operations by the Board of Directors, the management methods of the Company's management, the Company's organizational structure and management system, the effective utilization of the global information system, and employee competence.

The Company has arranged internal control by using an external auditor. The Audit Committee oversees the activities within internal control. In practice, internal control is managed by the Finance Department under the supervision of the CFO. The goal is to make sure that the whole Group has similar financial control, administration, and accountancy policies.

Risk management

The Board of Directors has approved the risk management principles and policies for Detection Technology. The Company's risk management supports the achievement of strategic goals and ensures the continuity of business operations. It defines the objectives, principles, operating procedures, organization and responsibilities of risk management, and the reporting and follow-up procedures. Based on the policy, more detailed Risk Management Instructions have been issued for the day-to-day business, where needed.

The goal of risk management policies is to identify and evaluate risks and plan for risk mitigation. Such actions may include avoiding risks, mitigating risks by different means, or transferring risk by insurance or agreements. When necessary, the Board of Directors is informed of all material changes and new significant risks that are identified.

‌The Audit Committee monitors the efficiency of the Group's risk management systems. In addition, the Audit Committee regularly reviews the major risks of the Group in its meetings as well as the ERM reports periodically, and reports on these to the Board.

The Board of Directors oversees risk management and reviews the risk management processes of the Group with the assistance of the Audit Committee and approves the risk management principles of the Company. The most relevant Group-level risks are regularly reported to the Board.

Risk assessment in financial reporting

The Finance Department operating under the CFO is responsible for the general control of financial reporting. The Group follows Finnish Accounting Standards (FAS). Financial reporting is based on the information gathered from business and administrative operations and data provided by information systems. The Finance Department determines the necessary control activities for financial reporting processes, which include various rules, process descriptions, reconciliations, and analyses, which are done to ensure the validity of reported information.

Auditors

The Annual General Meeting shall elect one (1) auditor to examine the administration and accounts of the Company. The auditor shall be an audit firm approved by the Auditor Oversight with an authorized public accountant in charge. The term of the auditor shall expire at the closing of the Annual General Meeting following the election.

The primary function of auditing is to verify that the financial statements give true and fair information about Detection Technology Plc's results and financial position for the financial period. In addition, the auditor reports to the Board of Directors on the ongoing auditing of administration and operations.

In 2025, the Company's auditor was KPMG Authorized Public Accountants, with Petri Kettu-nen, APA as the auditor in charge.

Insider administration

Detection Technology manages inside information and insiders in accordance with the reDe-tection Technology manages inside information and insiders in accordance with the requirements of the Market Abuse Regulation (MAR), the Insider Guidelines of Nasdaq Helsinki, and its internal insider guidelines.

The insider and trading guidelines approved by the Company include regulations on insiders, the publication and postponement of publication of insider information, the prohibited use

of insider information, insider registers, duty of notification of transactions by managers and their closely associated persons, and the trading of personnel in specific financial instruments.

The managers of the Company must comply with the EU Market Abuse Regulation's prohibition on dealing in Company financial instruments (closed period). Managers at Detection Technology are members of the Company's Board of Directors, the Company's President and CEO, and the Company's Management Group members. In accordance with a decision by the Company's Board of Directors, the Company has also determined certain time periods during which persons taking part in the preparations of the Company's financial reporting and other persons who have access to information pertaining to its financial status are prohibited from trading in the Company's financial instruments. Trading in such financial instruments is completely prohibited for the aforementioned persons for a period of 30 days before the publication of the Company's earnings information and on the release date. The trading restriction ends on the next business day after the publication.

Persons included in a project-specific insider register are prohibited from all trading and business transactions until the project has expired or has been publicly announced. If the project falls on another listed company or may affect the price of the financial instruments of another listed company, the project-specific insiders have no right to trade in such a compa-ny's financial instruments.

The Company voluntarily maintains a list of the financial instruments owned by its managers or their controlled corporations on its website.

Disclosure policy

Investor communication at Detection Technology aims to continuously provide correct, adequate, and up-to-date information fairly to all market participants. The Company's President and CEO and CFO are the main parties dealing with and answering questions from analysts and investors.

Releases and publications are available on the Company website immediately after their publication. The information is published in Finnish and English. The Group's representatives do not comment on the Group's financial situation or meet with any capital market representatives for a period of 30 days prior to the publication of financial statements and interim reports. The investor calendar and silent periods can be found on the Company's website.

Detection Technology's Corporate Governance Statement, as required by the Finnish Corporate Governance Code, was published in early 2026 in connection with the annual report. The statement is updated annually. The updated CG statements can be found on the Company's website.

https://www.deetee.com