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The Shareholders’ Nomination Board of Aspocomp Group Plc submits the following proposals to the Annual General Meeting, planned to be held on April 29, 2025. The proposals will also be included in the Notice to the Annual General Meeting 2025 to be published at the later date.
Number of Board members
The Shareholder’s Nomination Board proposes to the Annual General Meeting that four members be elected to the Board of Directors.
Members of the Board of Directors
The Shareholder’s Nomination Board proposes to the Annual General Meeting that the current members of the Board of Directors Mr. Anssi Korhonen and Mr. Ville Vuori be re-elected as members to the Board of Directors and Ms. Jenni Enroth and Ms. Kaisa Kokkonen be elected as new members of the Board of Directors. In accordance with the Articles of Association of the company, the term of office of the members of the Board of Directors ends at the closing of the next Annual General Meeting following the election.
The said director nominees have given their consent to the election. The current members of the Board of Directors Päivi Marttila, Kaarina Muurinen and Jukka Huuskonen, have informed that they are not available for re-election.
Presentations of the proposed new members of the Board of Directors Jenni Enroth and Kaisa Kokkonen are attached to this stock exchange release. The proposed current members of the Board of Directors are presented on Aspocomp’s website.
The Nomination Board has assessed the director nominees’ independence against the independence criteria of the Finnish Corporate Governance Code. According to the evaluation carried out by the Nomination Board, all director nominees are independent of the company’s significant shareholders. The Nomination Board has also assessed that all nominees are independent of the company.
Board remuneration
Shareholder’s Nomination Board proposes to the Annual General Meeting that the amount of remuneration payable to the Board of Directors remain the same as in the ending term and that Board Members be thus compensated as follows: EUR 30,000 for the chairman of the Board of Directors, EUR 20,000 for the vice chairman, and EUR 15,000 for each of the other members in remuneration for their term of office. The Nomination Board further proposes that EUR 1,000 be paid as remuneration per meeting to the chairman and that the other members be paid EUR 500 per meeting of the Board and its committees. The Nomination Board also proposes that the members of the Board of Directors be reimbursed for reasonable travel costs. The Nomination Board further proposes that earning-related pension insurance contributions are paid voluntarily for the paid remuneration.
Composition of Shareholder’s Nomination Board
Aspocomp’s Shareholders’ Nomination Board consists of three members who represent the company’s three largest shareholders. In addition, the Chairman of the company’s Board of Directors shall serve as an expert member of the Nomination Board unless he or she is appointed as an ordinary member of the Board. The three largest shareholders are determined annually based on the ownership information registered with the company’s shareholders’ register on the first business day of September.
The Shareholder’s Nomination Board, which prepared the proposals for the Annual General Meeting 2025, includes the following members: Ms. Päivi Marttila, appointed by Etola Group and Erkki Etola, Mr. Kyösti Kakkonen, appointed by Joensuun Kauppa ja Kone Oy and Mr. Mikko Montonen, Aspocomp’s third largest shareholder.
Päivi Marttila did not participate in the decision-making concerning the remuneration of the Board members.
