Proposal of the Shareholders' Nomination Board on the composition and remuneration of the Board of Directors of Finnair Plc
Finnair Plc Stock Exchange Release 29 January 2016 at 10:40 am EET
The Shareholders' Nomination Board proposes to Finnair Plc's Annual General Meeting (AGM) to be held on 17 March 2016 that the number of members of the Board of Directors would be confirmed as seven.
Proposal on the composition of Board of Directors
The Shareholders' Nomination Board proposes that Maija-Liisa Friman, Klaus W. Heinemann, Jussi Itävuori, Gunvor Kronman, Jaana Tuominen and Nigel Turner be re-elected as members of the Board of Directors, and that Mr Jouko Karvinen be elected as new member to the Board of Directors. All candidates have given their consent to the position.
Mr Jouko Karvinen (b. 1957, MSc (Tech.)) was the CEO of Stora Enso between 2007 and 2014. From 2002 to 2006 he was the CEO of the Medical Division of Royal Philips, before which he held several executive positions at ABB Asea Brown Boveri since the 1980’s. Mr Karvinen is a member of the Board of Directors of Nokia and SKF, a member of the Foundation and Supervisory Boards of IMD business school, Lausanne, Switzerland, and a member of the International Advisory Board of Komatsu Corporation of Japan.
The biographical details of the other proposed board members can be found on the Internet at http://www.finnairgroup.com/group/group_4.html.
The Nomination Board further proposes that Mr Klaus W. Heinemann be re-elected as Chairman of the Board. He has been a member of the Board since 2012 and Chairman of the Board since 2013.
Proposal on Board of Directors’ remuneration
The Nomination Board proposes to the AGM that the annual remunerations of the members of the Board of Directors would remain unchanged and be the following:
- Chairperson 61,200 euros
- Vice Chairperson 32,400 euros
- Chairpersons of the Audit Committee and Compensation and Nomination Committee 32,400 euros, where these individuals are neither the Chairperson nor the Vice Chairperson of the Board
- Other members 30,000 euros per year
The Nomination Board proposes to the AGM that each member’s fee for a meeting of the Board of Directors or its Committee would be 600 euros when the meeting takes place in the member’s country of residence and 2,400 euros for other meetings. For telephone meetings, the fee would be 600 euros.
The members would be entitled to reimbursement of reasonable travel and representation expenses in accordance with the company’s general expenses policy.
The members and their spouses would be entitled to discounted travel on the company’s flights in accordance with the company’s discount ticket policy regarding the Board of Directors.
The Nomination Board
The Shareholders' Nomination Board consists of the representatives of the three largest shareholders of Finnair as of 1 September 2015, namely Eero Heliövaara, Director General of the Government Ownership Steering Department, Prime Minister's Office (Chairman); Robin Backman, Portfolio Manager, KEVA; and Timo Ritakallio, Chief Executive Officer, Ilmarinen. In addition, the Shareholders' Nomination Board includes Klaus Heinemann, Chairman of Finnair's Board of Directors.
The above proposals will be included in the notice to convene the AGM, which will be published later.
For further information, please contact:
Eero Heliövaara, Director General of the Government Ownership Steering Department, Prime Minister's Office, tel. +358 029 5160 150.
Finnair Plc
Communications
Further information:
Finnair communications, tel. +358 9 818 4020, comms(a)finnair.com
Distribution:
Nasdaq Helsinki
Principal media
Finnair is a network airline specialising in passenger and cargo traffic between Asia and Europe. Helsinki’s geographical location gives Finnair a competitive advantage, since the fastest connections between many European destinations and Asian megacities fly over Finland. Finnair’s vision is to offer its passengers a unique Nordic experience, and its mission is to offer the smoothest, fastest connections in the northern hemisphere via Helsinki and the best network to the world from its home markets. Finnair is the only Nordic carrier with a 4-star Skytrax ranking and a member of the oneworld alliance. In 2014, Finnair’s revenues amounted to EUR 2,400 million and it had a personnel of almost 4,500 at the year-end. Finnair Plc’s shares are quoted on Nasdaq Helsinki.