Kojamo plc: Proposals of the Shareholders’ Nomination Board of Kojamo to the Annual General Meeting
Kojamo Plc Stock Exchange Release, 13 January 2020 at 7:00 p.m. EET
Proposals of the Shareholders’ Nomination Board of Kojamo to the Annual General Meeting
The Shareholders’ Nomination Board of Kojamo Plc presents the following proposals to the Annual General Meeting of Kojamo Plc to be held on 12 March 2020. The proposals will also be included in the notice convening the Annual General Meeting 2020.
Proposal of the number of members, the chairman and the members of the Board of Directors
The Shareholders’ Nomination Board proposes that for the term ending at the close of the Annual General Meeting in 2021, the number of the members of the Board of Directors to remain the same and to be seven (7). The Nomination Board proposes Mikael Aro to be elected as Chairman of the Board, and the current members Mikko Mursula, Matti Harjuniemi, Anne Leskelä, Minna Metsälä, Heli Puura and Reima Rytsölä to be elected as members of the Board of Directors.
All candidates have consented to being elected and are independent of the company. The members are also independent of the company’s major shareholders, except for Mikko Mursula and Reima Rytsölä who are employed by shareholders owning over 10 per cent of Kojamo’s share stock.
The members of the Boards are presented on Kojamo’s website: https://kojamo.fi/en/investors/corporate-governance/board/
Proposal of the fees of the Chairman, Vice Chairman and the members of the Board
The Shareholders’ Nomination Board proposes that the Members of the Board will be paid the following annual fees for the term ending at the conclusion of the Annual General Meeting in 2021:
- Chairman of the Board EUR 65,000
- Vice Chairman of the Board EUR 39,000
- other Members of the Board EUR 32,500
- Chairman of the Audit Committee EUR 39,000.
The Members of the Board are paid only one annual fee according to their role so that no overlapping fees will be paid. In addition, the Nomination Board has proposed that an attendance allowance of EUR 600 be paid for each meeting and an attendance allowance of EUR 600 be paid for Committee meetings as well.
The Nomination Board proposes the annual fee to be paid as company’s shares and cash so that approximately 40 per cent of the annual fee will be paid as Kojamo Plc’s shares and the rest will be paid in cash. The shares will be purchased directly on behalf of the Members of the Board. The company will pay any transaction costs and transfer tax related to the purchase of the company shares. The shares in question can’t be transferred earlier than two years from the transaction or before the term of the Member of the Board has ended, depending which date is earlier. The shares shall be purchased within two weeks of the publication of Kojamo Plc’s Interim Report for 1 January – 31 March 2020.
The Shareholders’ Nomination Board
Kojamo plc’s General Meeting established 25 May 2018 a permanent Shareholders’ Nomination Board to prepare future proposals concerning the election and remuneration of the members of the Board of Directors and remuneration of the members of the Committees of the Board of Directors to the next Annual General Meetings and, if needed, to Extraordinary General Meetings.
The Shareholders’ Nomination Board comprises representatives nominated by the three largest shareholders of the Company and the Chairman of the Board of Directors as an expert member. The Chairman of the Board of Directors shall not take part in the decision-making of the Shareholders’ Nomination Board.
The Shareholders’ Nomination Board of Kojamo Plc comprises the following members:
- Jouko Pölönen, President and CEO, Ilmarinen Mutual Pension Insurance Company
- Risto Murto, President and CEO, Varma Mutual Pension Insurance Company
- Riku Aalto, President, The Finnish Industrial Union
For more information, please contact
Jouko Pölönen, the Chair of the Shareholders’ Nomination Board, tel. +358 50 1282
Nasdaq Helsinki, key media
Kojamo is Finland’s largest private residential real estate company and a frontrunner in the housing business. Our mission is to create better urban housing. The Lumo brand provides environmental-friendly housing and services in Finland’s biggest growth centres. We actively develop the value of our investment properties by developing new properties and our existing property portfolio. We want to be the property market frontrunner and the number one choice for our customers. Kojamo’s shares are listed on the official list of Nasdaq Helsinki. For more information, please visit kojamo.fi/en/