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Biohit Oyj

Remuneration Information Mar 19, 2025

3304_rns_2025-03-19_bbd73c1c-7277-4f2e-9d06-f486c0224db2.pdf

Remuneration Information

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Remuneration report 2024

Introduction

Biohit Oyj's remuneration report has been prepared according to the remuneration reporting section instructions of the Finnish Corporate Governance Code 2020.

Biohit presented the remuneration policy to the 2024 Annual General Meeting which unanimously approved it. Biohit Oyj's Remuneration Policy will be presented in the company's annual general meeting at least every fourth year and always if significant changes are proposed to it. In the 2024 financial period, the existing remuneration policy was compiled for the members of the Board of Directors and the CEO.

Biohit's management remuneration currently consists of fixed salary, bonus and share based incentives.

Biohit Oyj's Board of Directors decided in December 2021, based on the authorisation of Biohit Oyj's General Shareholders' Meeting on 9 September 2020, on a new option scheme for the Group's key personnel. In November 2022, the Board of Directors decided, based on the authorisation of the General Shareholders' Meeting on 15 June 2022, on a new option scheme, which expands the option schemes to also cover the new members of the management group. The key terms of the 2021 and 2022 option schemes are identical. The option rights granted is now 760,000 in total. The option rights enable the subscription of 760,000 class B- shares of Biohit Oyj. Option rights are issued gratuitously. The right to execute the option is conditional upon reaching the financial targets that are defined separately.

The remuneration policy is aligned with the company's strategy, and the rewards are consistent with the achieved results. Management and the employees are rewarded in a way that encourages and engages them in advancing the company's strategy as well as creating value for shareholders.

Remuneration of the Board of Directors and the CEO compared to the average remuneration and to the group's financial development

1 000 € 2024 2023 2022 2021 2020
Board, total renumeration 196 216 183 335 344
CEO, total renumeration 272 278 232 187 232
Average employee renumeration* 66 68 64 60 59
Group Net Sales 14,283 13,076 10,951 9,361 7,123
Group operative EBITDA 2,898 2,188 1,804 508 -1,194
Group EBIT 2,557 1,825 1,125 -1,478 -3,193

*Paid salaries and bonuses in the financial statement divided by the average number of employees.

The table below presents the development of the remuneration of the Board of Directors and the CEO compared to the development of the average remuneration of the group's employees and to the group's financial development for the previous five financial years.

Remuneration of members of the board of directors

The Annual General Meeting approves the fees of Biohit Oyj's Board of Directors. A decision was made at the Annual General Meeting on 6 June 2024 to pay a fee of EUR 2,500 per meeting to the chairman and EUR 2,000 to the other members of the Board of Directors.

The remuneration paid to the other members of Biohit Oyj's Board of Directors is decided by the company's Board of Directors in accordance with the company's rules on related-party transactions.

During the financial period that ended on 31 December 2024, the remuneration paid to members of the parent company's Board of Directors totalled EUR 86,000 (EUR 65,000 in 2023). Osmo Suovaniemi was paid EUR 131,000 (EUR 144,000 in 2023) for his full-time work for the company and as a member of the scientific advisory board.

Remuneration of the members of the Board of Directors

Member of the BoD Position BoD fees Other renumera
tion
Total renumera
tion
Vesa Silaskivi Chairman 21 21
Liu Feng Member 11 11
Kalle Härkönen Member 18 18
Lea Paloheimo Member 16 16
Osmo Suovaniemi Member 20 111 130
Total (€ 1,000) 86 111 196

Remuneration for the President & CEO

The President's and CEO's remuneration consists of 223,000 euros annual fixed salary, which includes a car benefit. The President & CEO is part of the bonus programme which is based on reaching the annual targets. Bonus accrual from 2024 is 49,000 euros.

Toimitusjohtajan palkitseminen

1 000 € 2024 2023 2022 2021 2020
Salaries and benefits 272 263 232 187 232
Share-based payments 18 15 0 0 0
Total €1,000 290 278 232 187 232

The President and the CEO is part of 2021 option scheme.

Financial targets for 2023 were reached and the President and CEO subscribed to 20,000 of the company's B-shares in 2024 at a price of EUR 1.00. This generated an income taxable option benefit worth 18,000 euros.

Financial targets were also reached for 2024, and the President and CEO has the right to subscribe to 20,000 of the company's B-share at a price of EUR 1.00 and 25,000 shares at a price of EUR 2.00.

No other pension arrangements, beyond those mandated by law, are made with the President & CEO. The current retirement age for the CEO follows the Finnish Employee's Pension Act.

The President & CEO's remuneration during the notice period is dependent on the length of the work period.

Biohit Oyj, Laippatie 1, 00880 Helsinki Puh. +358 9 773 861, [email protected]

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