Proposal of the shareholders’ Nomination Board for the composition and remuneration of Stockmann’s Board of Directors
STOCKMANN plc, Stock Exchange Release 31.1.2019 at 13:00 EET
Stockmann’s shareholders’ Nomination Board has in its meeting decided to propose the following to the Annual General Meeting, which will be held on 21 March 2019:
The Nomination Board proposes that the number of members of the Board of Directors remain eight.
The shareholders’ Nomination Board proposes that the present members of the Board of Directors, Eva Hamilton, Esa Lager, Leena Niemistö, Tracy Stone and Dag Wallgren, all having given their consents, be re-elected for the term of office continuing until the end of the next Annual General Meeting.
The Board members Kaj-Gustaf Bergh, Jukka Hienonen and Michael Rosenlew have informed that they will no longer be available as members of the company's Board of Directors. The Nomination Board proposes that Stefan Björkman, Lauri Ratia and Peter Therman with their consent, be elected new Board members for the term of office stated above.
M.Sc. (Tech.) Stefan Björkman (b. 1963, Finnish citizen) is Managing Director for Föreningen Konstsamfundet. M.Sc. (Eng.), Industrial Counsellor Lauri Ratia (b. 1946, Finnish citizen) is, among other positions, Chairman of Terrafame’s Board of Directors. M.Sc. (Econ.) Peter Therman (b. 1968, Finnish citizen) is Senior Advisor for MPS Executive & Board and is, among other positions, Vice Chairman of Harwall Capital’s Board of Directors.
The proposed Board members have informed the company that, if elected, they will elect Lauri Ratia as Chairman of the Board and Leena Niemistö as Vice Chairman of the Board.
The Nomination Board proposes that the Board remuneration will remain unchanged and that the Chairman of the Board to be compensated EUR 80 000, the Vice Chairman EUR 50 000, and other members EUR 40 000 as annual remuneration. The annual remuneration wil be paid in company shares and cash, so that company shares will be acquired on behalf of the Board members to a value of 40% of the remuneration and the rest will be paid in cash. The company will cover the costs for the acquiring of the shares and the transfer tax. The shares will be acquired within two weeks from the publishing of the Interim Report 1 January – 31 March 2019. The shares acquired for the Board Members in 2019 can not be handed over until two years from the date of purchase, or until the term of office of the person in question has ended, depending on which of the occasions takes place first. The Nomination Board proposes also that the Board meeting remuneration will remain unchanged.
The four largest shareholders by votes have informed the company that they will make a separate agreement with Lauri Ratia on consulting services, targeting to develop Stockmann’s shareholder value.
Additional information on the members proposed by the Stockmann’s shareholders’ Nomination Board can be found on the company’s website www.stockmanngroup.com. The proposals of the Nomination Board will be included in the invitation to the Annual General Meeting.
Ole Johansson (nominated by Svenska litteratursällskapet i Finland) acts as Chairman of Stockmann’s shareholders’ Nomination Board, and Gunvor Kronman (nominated by Föreningen Konstsamfundet r.f.), Peter Therman (nominated by HC Holding Oy Ab), Kari Niemistö and Stockmann’s Chairman of the Board Jukka Hienonen act as members of the Nomination Board.
Jukka Naulapää, Director, Legal Affairs, tel. +358 9 121 3850
Anna Bjarland, Head of Communications, tel. + 358 9 121 3194