Proposal of the shareholders’ Nomination Board for the composition and remuneration of Stockmann’s Board of Directors
STOCKMANN plc, Other information disclosed according to the rules of the Exchange, 31.1.2022 at 11:00EET
Stockmann’s shareholders’ Nomination Board has in its meeting decided to propose the following to the Annual General Meeting, which will be held on 23 March 2022:
The Nomination Board proposes that the number of members of the Board of Directors will be seven (7).
Board members Esa Lager and Leena Niemistö have informed that they will no longer be available as members of the company's Board of Directors.
The shareholders’ Nomination Board proposes that the present members of the Board of Directors Stefan Björkman, Anne Kuittinen, Roland Neuwald, Tracy Stone and Harriet Williams, all having given their consents, will be re-elected for the term of office continuing until the end of the next Annual General Meeting.
The shareholders’ Nomination Board proposes that Timo Karppinen and Sari Pohjonen both having given their consents, be elected as new members of the Board of Directors for the term of office continuing until the end of the next Annual General Meeting.
”Timo Karppinen and Sari Pohjonen will bring prominent financial expertise to support Stockmann’s transition journey further. Both Karppinen and Pohjonen have solid experience in leading transformation in strongly changing operating environment. We also want to thank Esa Lager and Leena Niemistö warmly for their great contribution for Stockmann”, says Stockmann’s Chair of the Board Roland Neuwald.
The proposed Board members have informed the company that, if elected, they will elect Roland Neuwald as Chair of the Board.
The Nomination Board proposes that the Board remuneration will remain unchanged and that the Chair of the Board be compensated EUR 80 000, the Vice Chair EUR 50 000, and other members EUR 40 000 as annual remuneration. The annual remuneration will 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 2022, or as soon as it is possible in accordance with applicable legislation. The shares acquired for the Board members in 2022 cannot 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, and the Chair of the Board be paid EUR 1 100 and each Board member be paid EUR 600 as a meeting remuneration for each meeting of the Board of Directors. The Chair of the Audit Committee is proposed to be paid EUR 1 100 and each member is proposed to be paid EUR 800 as a meeting remuneration for each meeting of the Audit Committee. The Chair of the Personnel and Compensation Committee and each member is proposed to be paid EUR 600 as a meeting remuneration for each meeting of the Personnel and Compensation Committee.
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 notice to the Annual General Meeting.
Fabian Chrobog (nominated by North Wall Capital LLP)acts as Chair of Stockmann’s shareholders’ Nomination Board, Stefan Björkman (nominated by Föreningen Konstsamfundet r.f.), Dag Wallgren (nominated by The Society of Swedish Literature in Finland), Timo Sallinen (nominated by Varma Mutual Pension Insurance Company) and Stockmann’s Chair of the Board Roland Neuwald act as members of the Nomination Board.
Further information: Fabian Chrobog, The Chair of the shareholders’ Nomination Board of Stockmann plc, tel. +44 203 848 5330 Roland Neuwald, The Chair of the Board of Directors, Stockmann plc, tel. +358 9 121 2014