Proposals of the Nomination Committee of the Board of Directors to Fiskars Corporation’s Annual General Meeting 2024
Fiskars Corporation
Stock exchange release
February 2, 2024 at 8.30 a.m. EET
Proposals of the Nomination Committee of the Board of Directors to Fiskars Corporation’s Annual General Meeting 2024
The Nomination Committee of the Board of Directors of Fiskars Corporation presents the following proposals to the Annual General Meeting to be held on March 13, 2024. The proposals will be included in the notice to the Annual General Meeting to be published at a later date.
Resolution on the remuneration of the members of the Board of Directors
The Nomination Committee of the Board of Directors proposes that the annual fees of the members of the Board of Directors shall be EUR 70,000, the annual fee of the Vice Chairman EUR 105,000 and the annual fee of the Chairman EUR 140,000.
In addition, it is proposed that for Board and Committee meetings other than the meetings of the Audit Committee, the Board/Committee members shall be paid EUR 750 for meetings requiring travel within one (1) country and EUR 2,000 for meetings requiring international travel. The Chairmen of the Board of Directors and said Committees shall be paid a fee of EUR 1,500 per meeting requiring travel within one (1) country and EUR 2,000 for meetings requiring international travel.
For the meetings of the Audit Committee, it is proposed that the Committee members be paid EUR 1,000 for meetings requiring travel within one (1) country and EUR 2,250 for meetings requiring international travel. The Chairman of the Audit Committee shall be paid a fee of EUR 2,500 per meeting.
For Board/Committee meetings held per capsulam or as teleconference, it is proposed that the Chairmen of the Board of Directors as well as said Committees be paid a fee per meeting that does not differ from meetings fees otherwise payable to them and Board/Committee members be paid a fee of EUR 750 per meeting.
It is proposed by the Nomination Committee that the members of the Board of Directors are reimbursed for their travel and other expenses incurred due to their activities in the interest of the company.
According to the proposal of the Nomination Committee, the remuneration of the members of the Board of Directors would remain at the level of the previous term and be in accordance with the company’s remuneration policy.
Resolution on the number of members of the Board of Directors
The Nomination Committee of the Board of Directors proposes to the Annual General Meeting that the number of members of the Board of Directors shall be eight.
However, should any number of the candidates proposed by the Nomination Committee for any reason not be available for election to the Board of Directors at the Annual General Meeting, the proposed number of members shall be decreased accordingly.
Election of members of the Board of Directors
The Nomination Committee of the Board of Directors proposes to the Annual General Meeting that the following individuals shall be re-elected to the Board of Directors: Albert Ehrnrooth, Paul Ehrnrooth, Louise Fromond, Julia Goldin, Carl-Martin Lindahl, Volker Lixfeld and Jyri Luomakoski. Ritva Sotamaa has informed that she will no longer be available for re-election to the Board of Directors. The Nomination Committee proposes further that the Annual General Meeting shall elect Susan Repo as a new member of the Board of Directors. Information about the experience and former positions of Susan Repo is attached to this Stock Exchange Release and of the proposed other members of the Board of Directors is available on Fiskars Corporation’s website at https://fiskarsgroup.com/about-us/board-of-directors/.
All the above individuals have given their consent to the election and stated as their intention, should they be elected, to elect Paul Ehrnrooth as Chairman and Jyri Luomakoski as Vice Chairman of the Board of Directors.
With regard to the procedure for the selection of the members of the Board of Directors, the Nomination Committee of the Board of Directors recommends that the shareholders give their view on the proposal as a whole at the Annual General Meeting. The Nomination Committee has estimated that in addition to the qualifications of the individual candidates for the Board of Directors, the proposed composition of the Board of Directors also meets other requirements set for a listed company by the Corporate Governance Code.
Should any of the candidates presented above for any reason not be available for election to the Board of Directors at the Annual General Meeting, the remaining available candidates are proposed to be elected in accordance with the proposal by the Nomination Committee.
FISKARS CORPORATION
Further information:
Päivi Timonen, Chief Legal Officer, tel. +358 40 776 8264
About Fiskars Group
Fiskars Group (FSKRS, Nasdaq Helsinki) is the global home of design-driven brands for indoor and outdoor living. Our brands include Fiskars, Georg Jensen, Gerber, Iittala, Moomin Arabia, Royal Copenhagen, Waterford, and Wedgwood. In 2022, our brands were present in more than 100 countries, we had approximately 350 own stores and close to 7,000 employees. Our global net sales were EUR 1.2 billion in 2022.
We are driven by our common purpose: Pioneering design to make the everyday extraordinary. Since 1649, we have designed products of timeless, purposeful, and functional beauty, while driving innovation and sustainable growth.
Read more: fiskarsgroup.com