Members of the Working Committee: Kalle Reponen (Chair), Harri Sjöholm and Mikko Kuitunen.
WORKING COMMITTEE’S RULES OF PROCEDURE
1.THE COMPOSITION OF THE COMMITTEE
The board of directors appoints the chair of the committee and at least two members from among its members at the initial board meeting. The committee will have 3–4 members pursuant to the board’s decision.
2.THE DUTIES OF THE COMMITTEE
The working committee prepares and submits proposals on the following topics to the company’s board of directors:
- the company’s management, special financial matters, risk management, matters affecting remuneration and employment relationships;
- instructions regarding strategic plans and financial goals;
- significant strategic projects and investments, such as corporate arrangements, structural arrangements and significant development projects; and
- an individual member of the working committee can also provide support to a specific team or employee of the company if necessary.
In addition to the aforementioned duties, the working committee may also have other duties that serve a purpose in the conduct of the working committee’s duties.
The working committee is entitled to conduct research on matters that are required for the conduct of its duties and to use the services of external experts and advisers as it sees fit.
The board of directors is responsible for ensuring that the duties assigned thereby to the committee are carried out. The committee has no independent power to make decisions. The board of directors makes all decisions under its purview as a collective.
The committee will convene as necessary.
Other persons invited by the committee to attend committee meetings may attend these meetings as necessary.
The practices that apply to board meetings will be applied to the committee meetings insofar as they are applicable.
The committee reports on its performance to the board of directors. These reports must include at least a summary of the matters discussed by the committee and the measures undertaken thereby.
4.REMUNERATION FOR SERVING ON THE COMMITTEE
A fee determined by the general meeting will be paid to the members of the committee.
5.INFORMATION THAT WILL BE PUBLISHED ABOUT THE WORKING COMMITTEE
The company will publish the names of the members of the committee, the number of meetings held by the committee during the financial year and the average number of times each member (personally) participated in the said meetings in addition to providing a summary of the main facets of the committee’s rules of procedure in its annual report and on its website.