Ahlstrom-Munksjö Oyj: Proposals of the Shareholders’ Nomination Board to the Annual General Meeting 2017
AHLSTROM-MUNKSJÖ OYJ, STOCK EXCHANGE RELEASE April 4, 2017 at 09:15 CEST
Helsinki, Finland
Ahlstrom-Munksjö Oyj: Proposals of the Shareholders’ Nomination Board to the Annual General Meeting 2017
The Shareholders’ Nomination Board of Ahlstrom-Munksjö Oyj comprises representatives of the three largest shareholders of the company and, in addition, the Chairman of the Board of Directors and a person nominated by the company's Board of Directors, as expert members.
The Nomination Board has today submitted the following proposals to the Annual General Meeting 2017. The notice to convene the Annual General Meeting will be published later on by the Board of Directors.
Proposal on the composition of the Board of Directors
The Shareholders’ Nomination Board proposes that the number of members of the Board of Directors be nine (9). The Nomination Board proposes that Hans Sohlström, Peter Seligson, Elisabet Salander Björklund, Alexander Ehrnrooth, Jan Inborr, Harri-Pekka Kaukonen, Johannes Gullichsen and Hannele Jakosuo-Jansson are to be re-elected. Pernilla Walfridsson is proposed to be elected new member of the Board. Anna Ohlsson-Leijon, Mats Lindstrand and Sebastian Bondestam have informed the Nomination Board that they are not available for re-election.
The Nomination Board recommends that Hans Sohlström is elected Chairman of the Board of Directors and Peter Seligson and Elisabet Salander Björklund are elected Vice Chairmen of the Board of Directors.
Ms. Pernilla Walfridsson (born 1973), Swedish citizen, M.Sc. (Business Administration), is currently the CFO at Byggmax Group AB (publ) since 2005. Prior to joining Byggmax, she was the CFO at Power Hemelektronik AB during 2003–2005 and has held managerial positions in IKEA during 1998–2002. She is the Chairman of the Board’s Audit Committee in NetOnNet Group AB. Ms. Walfridsson is independent of the company and its significant shareholders.
The members of the Board of Directors are elected for the period ending at the close of the next Annual General Meeting. All the nominees are considered independent of the company and of the significant shareholders of the company, except for Alexander Ehrnrooth, Peter Seligson and Hans Sohlström, who are not independent of significant shareholders of the company. Alexander Ehrnrooth is not independent of the company’s significant shareholder Viknum AB, in the parent company of which, Virala Corporation, he is the President and CEO and a member of the Board of Directors. Peter Seligson is not independent of the company’s significant shareholders AC Invest Five B.V. and AC Invest Six B.V., in the parent company of which, Ahlström Capital Oy, he is a member of the Board of Directors. Hans Sohlström is not independent of the company’s significant shareholders AC Invest Five B.V. and AC Invest Six B.V., in the parent company of which, Ahlström Capital Oy, he is the President and CEO.
The nominees have given their consent to the election.
CVs of the proposed members of the Board of Directors are available on the company’s website at www.ahlstrom-munksjo.com/agm.
Proposal on the remuneration of the members of the Board of Directors, the Board committees and the Nomination Board
The Shareholders’ Nomination Board proposes that the annual remuneration of the Board of Directors, Board Committees and Nomination Board is as follows:
The Chairman of the Board shall receive EUR 100,000 a year, the Vice Chairmen EUR 80,000 each and the ordinary members EUR 60,000 each. The Chairman of the Audit Committee shall annually receive EUR 12,000 and the ordinary members of the committee EUR 6,000 each.
The Nomination Board has been informed that the Board of Directors will consider a proposal to form a Strategy Committee and a Human Resources Committee (replacing the Remuneration Committee). If the proposal to form such committees is approved by the Board of Directors, the Nomination Board proposes that the Chairman of the Strategy Committee shall annually receive EUR 12,000 and the ordinary members of the committee EUR 6,000 each, and that the Chairman of the Human Resources Committee shall annually receive EUR 8,000 and the ordinary members EUR 4,000 each.
The Chairman of the Shareholders’ Nomination Board shall annually receive EUR 8,000 and the ordinary members EUR 4,000 each.
Travel expenses are proposed to be reimbursed in accordance with the company's travel policy.
The Nomination Board of Ahlstrom-Munksjö Oyj
Thomas Ahlström (Chairman; Ahlström Capital Oy)
Alexander Ehrnrooth (Viknum AB)
Mikko Mursula (Ilmarinen Mutual Pension Insurance Company)
Hans Sohlström (Chairman of Ahlstrom-Munksjö Oyj’s Board)
Peter Seligson (Vice Chairman of Ahlstrom-Munksjö Oyj’s Board)
For more information, please contact:
Thomas Ahlström
Chairman of the Nomination Board of Ahlstrom-Munksjö Oyj
Tel. +358 50 550 2330
Juho Erkheikki
Investor and Media Relations Manager
Tel. +358 10 888 4731
Ahlstrom-Munksjö in brief
Ahlstrom-Munksjö is a global leader in fiber-based materials, supplying innovative and sustainable solutions to customers worldwide. Our offerings include decor paper, filter media, release liners, abrasive backings, nonwovens, electrotechnical paper, glass fiber materials, food packaging and labeling, tape, medical fiber materials and solutions for diagnostics. Combined annual net sales are about EUR 2.2 billion and we employ 6,200 people. The Ahlstrom-Munksjö share is listed on the Nasdaq Helsinki and Stockholm. The company was formed on April 1, 2017 through the merger of Ahlstrom Corporation and Munksjö Oyj. Read more at www.ahlstrom-munksjo.com.