Corporate Governance

Nomination committee

Nomination committee

The three largest shareholders that wished to exercise their right of appointment have appointed the following members to the Company’s Shareholders’ Nomination Committee:

The three largest shareholders that wished to exercise their right of appointment have appointed the following members to the Company’s Shareholders’ Nomination Committee:

  • Raatihuone Oy, represented by Asko Myllymäki
  • Korpi Listatut Oy, represented by Mikko Fischer
  • Tikkapuu Oy and Heikki Myllymäki, represented by Heikki Myllymäki

The largest shareholders entitled to appoint members are determined annually based on the shareholder information registered on the first working day of September in the company's shareholder list maintained by Euroclear Finland Oy. However, if the shareholder submits a written request to the Board of Directors by the last working day of August at the latest, holdings in several funds or registers of such shareholder shall be counted in the calculation of the voting rights. In the case of individual owners, the determination considers both direct holdings and the holdings of controlled corporations, spouse and children. If two or more shareholders have the same number of shares and votes and members appointed by all of these shareholders cannot be appointed to the Nomination Committee, the issue is decided by lot. If the representative of the largest shareholder is also the Chairman of the Board of the company, they cannot be elected as Chairman of the Nomination Committee, but they can act as the representative of the owner as a member of the Nomination Committee.

The Chairman of the Board asks the three (3) largest shareholders to each appoint one member to the Nomination Committee in accordance with the determined share ownership. If the shareholder does not wish to exercise their right of appointment, the right shall be transferred to the next largest shareholder who would otherwise not have the right to appoint.

The Chairman of the Board convenes the first meeting of the Nomination Committee. The Committee elects a Chairman from among its members, who will convene the Committee in the future. Once the Committee has been selected, the company publishes the composition of the Nomination Committee in a press release.

The Nomination Committee is set up for the time being until the Annual General Meeting decides otherwise. The members of the Committee shall be appointed each year and their term ends upon the appointment of new members.

A shareholder is entitled to change the member they have appointed during the term of office by notifying the Chairman of the Committee. A member shall resign from the Nomination Committee if the shareholder who appointed them is no longer one of the ten largest shareholders of the company, unless the other members of the Committee unanimously decide otherwise. The right to appoint a replacing member shall be given to the shareholder who at that time is among the largest shareholders and who has not yet appointed a member to the Committee.