Ahlstrom-Munksjö Oyj: Proposals of the Shareholders’ Nomination Board to the Annual General Meeting 2019
AHLSTROM-MUNKSJÖ OYJ, STOCK EXCHANGE RELEASE January 25, 2019 at 11:00 a.m.
The Nomination Board has today submitted the following proposals to the Annual General Meeting 2019. The notice to convene the Annual General Meeting will be published later on by the Board of Directors.
Resolution on the remuneration of the members of the Board of Directors and the Shareholders’ Nomination Board
The Shareholders’ Nomination Board (Nomination Board) proposes that the annual remuneration of the Board of Directors, Board Committees and Nomination Board is as follows:
The Chairman of the Board shall annually receive EUR 130,000 (EUR 100,000 in 2018), the Vice Chairman EUR 90,000 (EUR 80,000) and the ordinary members EUR 65,000 each (EUR 60,000).
The Chairman of the Audit Committee shall annually receive EUR 15,000 (EUR 12,000) and the ordinary members of the committee EUR 7,500 each (EUR 6,000).
The Chairman of the Human Resources Committee shall annually receive EUR 10,000 (EUR 8,000) and the ordinary members EUR 5,000 each (EUR 4,000).
The Chairman of the Shareholders’ Nomination Board shall annually receive EUR 8,000 (EUR 8,000) and the ordinary members EUR 4,000 each (EUR 4,000).
Travel expenses are proposed to be reimbursed in accordance with the company's travel policy.
The Nomination Board further proposes that each of the members of the Board of Directors shall have the right to abstain from receiving remuneration.
Resolution on the number of members of the Board of Directors
The Shareholders’ Nomination Board proposes that the number of members of the Board of Directors be nine (9).
Election of members of the Board of Directors
The Nomination Board proposes that Peter Seligson, Elisabet Salander Björklund, Alexander Ehrnrooth, Lasse Heinonen, Johannes Gullichsen, Hannele Jakosuo-Jansson, Harri-Pekka Kaukonen, and Valerie A. Mars are to be re-elected.
Jaakko Eskola is proposed to be elected new member of the Board.
Pernilla Walfridsson is not available for re-election.
The Nomination Board recommends that Peter Seligson is elected Chairman of the Board of Directors and Elisabet Salander Björklund is elected Vice Chairman of the Board of Directors.
Mr. Jaakko Eskola (born 1958), Finnish Citizen, M.Sc. (Eng.) Helsinki University of Technology, is since 2015 President and CEO of Wärtsilä Corporation. Since joining Wärtsilä in 1998 he has held a number of senior positions; Senior Executive Vice President and Deputy to the CEO, 2013-2015; President, Marine Solutions, 2006-2015; Vice President, Power Plants Sales & Marketing, 2005-2006; Wärtsilä Development & Financial Services Oy, President, 1998-2005. Prior to joining Wärtsilä, Mr. Eskola held positions at PCA Corporate Finance (Executive Director, 1997-1998); Kansallis-Osake Pankki (various managerial positions in international project finance, 1986-1997); Industrialization Fund of Finland (Corporate Analyst, 1984-1986); and VTT Technical Research Centre of Finland (Researcher, 1983-1984).
Mr. Eskola is a member of the board of the Federation of Finnish Technology Industries and The Finnish Foundation for Share Promotion. He was President of the European Marine Equipment Council (EMEC) from 2008 to 2011.
Mr. Eskola is independent of the company and its significant shareholders.
The members of the Board of Directors are elected for the period ending at the close of the next Annual General Meeting. All the nominees are considered independent of the company and of the significant shareholders of the company, except for Lasse Heinonen and Alexander Ehrnrooth who are not independent of significant shareholders of the company. Lasse Heinonen is not independent of the company’s significant shareholder AC Invest Five B.V. in the parent company of which, Ahlström Capital Oy, he is the President and CEO. Alexander Ehrnrooth is not independent of the company’s significant shareholder Viknum AB, in the parent company of which, Virala Corporation, he is the President and CEO and a member of the Board of Directors.
The nominees have given their consent to the election.
CVs of the proposed members of the Board of Directors are available on the company’s website at www.ahlstrom-munksjo.com/agm-2019
Helsinki, January 25, 2019
The Shareholders’ Nomination Board
For further information, please contact:
Mikael Lilius, Chairman of the Nomination Board of Ahlstrom-Munksjö Oyj
via Helena Staffans, +358 10 888 4221, helena.staffans@ahlstromcapital.com
Ahlstrom-Munksjö in brief
Ahlstrom-Munksjö is a global leader in fiber-based materials, supplying innovative and sustainable solutions to its customers. Our mission is to expand the role of fiber-based solutions for sustainable every day life. Our offering include filter materials, release liners, food and beverage processing materials, decor papers, abrasive and tape backings, electrotechnical paper, glass fiber materials, medical fiber materials and solutions for diagnostics as well as a range of specialty papers for industrial and consumer end-uses. Our annual net sales is about EUR 3 billion and we employ some 8,000 people. The Ahlstrom-Munksjö share is listed on the Nasdaq Helsinki and Stockholm.
Read more at www.ahlstrom-munksjo.com.