Proposals of the Shareholders’ Nomination Board of Detection Technology to the Annual General Meeting 2024
Detection Technology Plc company announcement 23 January 2024 at 10:00 (EET)
Proposals of the Shareholders’ Nomination Board of Detection Technology to the Annual General Meeting 2024
Proposal on the number of the members, on the composition, and on the Chair of the Board of Directors
The Shareholders’ Nomination Board of Detection Technology Plc (Nomination Board) proposes to the Annual General Meeting 2024 that the number of members of the Board of Directors would be six (6).
The Nomination Board proposes that Marion Björkstén, Richard Ingram, Henrik Roos and Hannu Syrjälä would be re-elected members of the Board of Directors. Out of the current members of the Board of Directors, Carina Andersson and Pasi Koota have informed that they are not available for re-election to the Board of Directors. The Nomination Board proposes that Amy Chen and Jyrki Vainionpää would be elected as new members of the Board of Directors.
Amy Chen (born 1978, MBA) currently works as Senior Vice President — Chief Innovation Officer at KONE. Prior to that, she has held positions such as Head of Strategy & Business Development at CARIAD China, a Volkswagen Group company, General Manager of Mobility Business Unit at Li AUTO, CEO at car2go China, a Mercedes-Benz Group company, Director, Business Development and M&A, at AES Corporation, and Engagement Manager at McKinsey & Company. She is a Chinese citizen.
Jyrki Vainionpää (born 1976, M.Sc. Econ., CFA) currently works as a President and CEO at A. Ahlström Oy. Prior to that, he has held positions such as the Group CEO at Koiviston Auto, CEO at Adven, and Deputy CEO, COO and CFO at Vapo. In addition, he has approximately ten years of experience in strategy and M&As while working for Nokia, Dresdner Kleinwort, and McKinsey. He is a member of the Board of Terrafame. He is a Finnish citizen.
All candidates have given their consent to the election. All candidates are independent of the company. The candidates are also independent of Detection Technology Plc’s significant shareholders, apart from Marion Björkstén, who acts as a Chair of the Supervisory Board of A. Ahlström Oy, and Jyrki Vainionpää, who acts as a President and CEO of A. Ahlström Oy. The largest shareholder of Detection Technology Plc, Ahlstrom Capital BV is a group company of A. Ahlström Oy.
The Nomination Board recommends that Hannu Syrjälä is re-elected Chair of the Board of Directors.
Proposal on the remuneration of the Board of Directors
The Nomination Board proposes that the annual fixed remuneration of the Board of Directors would be as follows: annual fee of EUR 69,000 (2023: EUR 65,000) to be paid to the Chair, EUR 51,000 (2023: EUR 49,000) to the Vice Chair, and EUR 39,000 (2023: EUR 37,000) to other members of the Board of Directors.
An elected member of the Board of Directors may, at his/her 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’s shares. The number of shares forming the above remuneration portion, which would be payable in shares, will be determined based on the share value in the stock exchange 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 2024 of the company is published.
The Nomination Board proposes that the meeting-specific fees payable for each board meeting remain unchanged and would be as follows: for each meeting held in the home country of the respective member, EUR 1,000 to the Chair of the Board of Directors and EUR 500 to other members of the Board of Directors, and for each meeting held elsewhere than in the home country of the respective member, EUR 1,500 to the Chair of the Board of Directors and EUR 1,000 to other members of the Board of Directors.
In addition, the Nomination Board proposes that the members of the audit committee and the remuneration committee would be paid a meeting-specific fee of EUR 500 per meeting.
The travel expenses of the members of the Board of Directors are compensated in accordance with the company’s travel policy.
All of the proposals made by the Nomination Board were unanimous. The proposals will be included in the Notice to the Annual General Meeting. The Annual General Meeting is scheduled for 27 March 2024.
As of 1 September 2023, the Nomination Board has consisted of the Chair of the Nomination Board Lasse Heinonen as the representative of Ahlstrom Capital BV; and Deputy CEO of OP Asset Management Kalle Saariaho representing the OP mutual funds, and Director, Sustainability of Aktia Bank Markus Lindqvist representing Aktia’s mutual funds. The Chair of Detection Technology’s Board of Directors Hannu Syrjälä has served as an expert member of the Nomination Board.
Detection Technology Plc
Further information
Lasse Heinonen, +358 10 888 4450
Chair of the Shareholders’ Nomination Board of Detection Technology Plc
Nordea is the company’s Certified Advisor under the Nasdaq First North GM rules.
Detection Technology is a global provider of X-ray detector solutions and services for medical, security, and industrial applications. The company’s solutions range from sensor components to optimized detector subsystems with ASICs, electronics, mechanics, software, and algorithms. It has sites in Finland, China, France, and the US. The company’s shares are listed on Nasdaq First North Growth Market Finland under the ticker symbol DETEC.
Distribution: Nasdaq Helsinki, key media, www.deetee.com