CHANGE IN THE PROPOSALS BY THE BOARD OF DIRECTORS OF NOKIAN TYRES PLC TO THE ANNUAL GENERAL MEETING
Nokian Tyres plc Stock Exchange Release 10 Mar 2011 at 4.45 p.m.
CHANGE IN THE PROPOSALS BY THE BOARD OF DIRECTORS OF NOKIAN TYRES PLC TO THE ANNUAL GENERAL MEETING
The Nomination and Remuneration Committee of Nokian Tyres’ Board of Directors changes its proposal of the members of the Board. The Committee proposes to the Annual General Meeting that the Board comprises of six members and that five of the current members (Kim Gran, Hille Korhonen, Hannu Penttilä, Petteri Walldén and Aleksey Vlasov) be re-elected for the one-year term. A new member, Mr. Benoit Raulin (Bridgestone Europe) is proposed to be elected to the Board of Directors.
The stock exchange release of the Proposals by the Board of Directors was submitted on 9 February, 2011.
The updated proposals by the Board are enclosed.
ENCLOSURE:
PROPOSALS BY THE BOARD OF DIRECTORS OF NOKIAN TYRES PLC TO THE ANNUAL GENERAL MEETING
The Board’s proposals to the Annual General Meeting of 7 April, 2011 concern the payment of dividends and the election of the members of Nokian Tyres’ Board of Directors and the auditor.
1. The Board’s proposal on dividend payment
The Board proposes to the Annual General Meeting that a dividend of EUR 0.65 per share be paid for the period ending on 31 December, 2010.
The dividend shall be paid to shareholders included in the shareholder list maintained by Euroclear Finland Ltd on the record date of 12 April, 2011. The proposed dividend payment date is 27 April, 2011.
2. Members of the Board, Board renumeration and the auditor
The Nomination and Remuneration Committee of Nokian Tyres’ Board of Directors proposes to the Annual General Meeting that the Board comprises of six members and that five of the current members (Kim Gran, Hille Korhonen, Hannu Penttilä, Petteri Walldén and Aleksey Vlasov) be re-elected for the one-year term. A new member, Mr. Benoit Raulin (Bridgestone Europe) is proposed to be elected to the Board of Directors.
Kim Gran is the President and CEO of the company. The other Board members are independent of the company. All Board members except Benoit Raulin are independent of any major shareholders of the company. Additional information on the proposed current Board members is available in the Investor Information section of Nokian Tyres’ website at www.nokiantyres.com/investors.
The Nomination and Remuneration Committee of Nokian Tyres’ Board of Directors proposes that the Board’s fees remain at their current level. Fee paid to the Chairman of the Board is EUR 70,000 per year, while that paid to Board members is set at EUR 35,000 per year. In addition, according to the existing practices, 60% of the annual fee be paid in cash and 40% in company shares, so that in the period from 8 April to 29 April 2011, EUR 28,000 worth of Nokian Tyres plc shares will be purchased at the stock exchange on behalf of the Chairman of the Board and EUR 14,000 worth of shares on behalf of each Board member. This means that the final remuneration paid to Board members is tied to the company’s share performance. Members of the Board are also granted an attendance fee of EUR 600 per meeting. It is not proposed to pay a separate compensation to the President and CEO for Board work.
The Board of Directors of Nokian Tyres proposes to the Annual General Meeting that KPMG Oy Ab, authorised public accountants, be elected as auditors.
10 March, 2011
Nokian Tyres plc
Board of Directors
For further information: Anne Leskelä, Vice President, Finance and Control, tel. +358 10 401 7481
Distribution: NASDAQ OMX, media and www.nokiantyres.com
Nokian Tyres is the only tyre manufacturer in the world that focuses on customer needs in northern conditions. The company supplies innovative tyres for cars, trucks and special heavy machinery mainly in areas with special challenges on tyre performance: snow, forests and harsh driving conditions in different seasons. Nokian Tyres’ product development is consistently aiming for sustainable solutions for safety and the environment, taking into account the whole life cycle of the tyre. A part of the Nokian Tyres group, the tyre chain Vianor has over 771 outlets in 20 countries. In 2010, Nokian Tyres had about 3,500 employees and net sales of approximately 1,058.1 million euros. Nokian Tyres’ share is listed on the NASDAQ OMX Helsinki. Further information: www.nokiantyres.com