Proposal on the remuneration of the members of the Board of Directors
EUR 4,750 per month for the chairman of the Board of DirectorsEUR 2,250 per month for other board members-
the meeting fee of
EUR 1,000 per meeting for the chairman of the Board of Directors and chairs of the board committees -
the meeting fee of
EUR 400 per meeting for other members of the Board of Directors and the other board committee members
The above-mentioned proposed fees are corresponding to the fees which have been paid during the term that will be ending.
The Board of Directors further proposes that the travel and accommodation expenses of the board members relating to the meetings are compensated.
Proposal on the number of members of the Board of Directors
The Board of Directors proposes to the Annual General Meeting on recommendation of the Board's Nomination Committee that eight (8) members be elected to the Board of Directors.
Proposal on the members of the Board of Directors
The Board of Directors proposes to the Annual General Meeting on recommendation of the Board's Nomination Committee that the current members of the company's Board of Directors
The shareholders take a position on the compilation of the Board of Directors as a whole. In preparing its proposals the Board's Nomination Committee has taken into consideration that the compilation of the Board of Directors as a whole is according to the company's needs and meets the requirements of the Finnish Corporate Governance Code for listed companies.
Niklas Sörensen (b. 1970,
Mats Åström (b. 1965, Bachelor of Science in Business Administration and Economics), has long track record from developing companies organically and via M&A. He has a long career in the financial services industry and has extensive experience in business planning and development, entrepreneurship, business process improvement, and strategy. Åström has acted as the CEO and CFO of
All Board member candidates are independent of the company and its major shareholders except for
The Board's proposal to establish Shareholders' Nomination Board
The Board of Directors proposes that the Annual General Meeting resolves to establish Shareholders' Nomination Board to prepare proposals on the composition and remuneration of the Board of Directors to the Annual General Meeting as follows:
The Shareholders' Nomination Board consists of a representative of each of the three (3) largest shareholders and the Chairman of the Board of Directors who serves as an expert member of the Shareholders' Nomination Board.
The right to nominate members representing shareholders belongs to the three shareholders who hold the largest share of all the votes in the company on the first weekday in September preceding the Annual General Meeting. If a shareholder does not wish to use its nomination right, the right will be transferred to the next largest shareholder. The largest shareholders are determined based on their shareholdings in the company's shareholder register. However, holders of nominee-registered shares and shareholders whose holdings should, according to shareholding disclosure rules, be added together are also taken into account in the appointment process.
The Shareholders' Nomination Board shall be convened by the Chairman of the Board of Directors, and the Nomination Board shall elect a chairman from among its members.
The Board of Directors proposes to the Annual General Meeting 2023 that the Nomination Board will be paid for a term which ends at the closing of the Annual General Meeting 2024, the following remuneration:
- the meeting fee of
EUR 1,000 per meeting for the chairman of the Nomination Board -
the meeting fee of
EUR 400 per meeting for other members of the Nomination Board, including the chairman of the Board of Directors.
The Shareholders' Nomination Board shall give its proposal to the Board of Directors of the company at the latest on 1 February preceding the Annual General Meeting.
Board of Directors
Additional information
Chairman of the Board of Directors and the Nomination Committee of the Board of Directors
Distribution:
Key media
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