AGM Information • Jan 31, 2018
AGM Information
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Proposals of Shareholders' Nomination Board to Stora Enso Oyj’s Annual General Meeting 2018
STORA ENSO OYJ STOCK EXCHANGE RELEASE 31 January 2018 at 9.00 EET
The Shareholders' Nomination Board, established by Stora Enso’s Annual General
Meeting (AGM), will propose to the AGM to be held on 28 March 2018 that the
company's Board of Directors shall have nine (9) members.
The Shareholders’ Nomination Board proposes that of the current members of the
Board of Directors – Anne Brunila, Jorma Eloranta, Elisabeth Fleuriot, Hock Goh,
Christiane Kuehne, Richard Nilsson, Göran Sandberg, and Hans Stråberg be re
-elected members of the Board of Directors until the end of the following AGM
and that Antti Mäkinen be elected new member of the Board of Directors for the
same term of office.
The Shareholders’ Nomination Board proposes that Jorma Eloranta be elected
Chairman and Hans Stråberg be elected Vice Chairman of the Board of Directors.
Mikael Mäkinen has announced that he is not available for re-election to the
Board of Directors.
“Mikael Mäkinen has during his tenure as a member of the Board of Directors
since 2010 had a positive impact on what Stora Enso has become today. Mikael has
also been a valuable member of the Financial and Audit Committee contributing to
the work of the Committee. I would like to thank Mikael warmly for all his work
for Stora Enso," says Jorma Eloranta, Stora Enso's Board Chairman and member of
the Shareholders’ Nomination Board.
Antti Mäkinen, LL.M., born 1961, Finnish citizen, has a strong business
background in the banking and financial sector and since May 2017 acts as the
CEO of Solidium Oy. Previous working experience includes several leading
management positions within Nordea Corporate & Investment Banking, most notably
as Head of Corporate Finance in Finland, Head of Strategic Coverage unit and as
Co-Head for Corporate & Investment Banking, Finland (2010 – 2017). Prior to this
Mäkinen acted as CEO of eQ Corporation and its main subsidiary eQ Bank Ltd.
(2005 – 2009). Mäkinen is a Board member of Rake Oy and acts as chairman or a
member of the shareholders’ nomination boards of several listed companies. He is
independent of the company, but not independent of the company’s significant
shareholders due to his position as the CEO of Solidium Oy.
The Shareholders’ Nomination Board proposes to the AGM that the annual
remuneration for the members of the Board of Directors be increased by
approximately 3 percent and be paid as follows:
Board of Directors
Chairman EUR 175 000 (2017: 170 000)
Vice Chairman EUR 103 000 (2017: 100 000)
Members EUR 72 000 (2017: 70 000)
The Shareholders’ Nomination Board also proposes that the annual remuneration
for the members of the Board of Directors, be paid in Company shares and cash so
that 40% will be paid in Stora Enso R shares to be purchased on the Board
members’ behalf from the market at a price determined in public trading, and the
rest in cash. The shares will be purchased within two weeks from the publication
of the interim report for the period 1 January 2018 – 31 March 2018 or as soon
as possible in accordance with applicable legislation. The Company will pay any
costs and transfer tax related to the purchase of Company shares.
The Shareholders’ Nomination Board proposes further that the annual remuneration
for the members of the Financial and Audit Committee, the Remuneration Committee
and the Sustainability and Ethics Committee be correspondingly increased by
approximately 3 percent and be paid as follows:
Financial and Audit Committee
Chairman EUR 20 600 (2017: 20 000)
Members EUR 14 400 (2017: 14 000)
Remuneration Committee
Chairman EUR 10 300 (2017: 10 000)
Members EUR 6 200 (2017: 6 000)
Sustainability and Ethics Committee
Chairman EUR 10 300 (2017: 10 000)
Members EUR 6 200 (2017: 6 000)
The Shareholders’ Nomination Board during its working period 2017–2018 comprised
four members: Jorma Eloranta (Chairman of the Board), Hans Stråberg (Vice
Chairman of the Board) and two other members appointed by the two largest
shareholders, namely Harri Sailas (Solidium Oy) and Marcus Wallenberg (FAM AB).
Marcus Wallenberg was elected Chairman of the Shareholders’ Nomination Board.
The main tasks of the Shareholders’ Nomination Board were to prepare the
proposals for the AGM in 2018 concerning Board members and their remuneration.
The Shareholders’ Nomination Board convened 5 times during its working period
2017–2018. Each member of the Shareholders’ Nomination Board attended all the
meetings.
For further information, please contact:
Ulrika Lilja, EVP Communications, tel. +46 72 221 9228
Investor enquiries:
Ulla Paajanen-Sainio, SVP, Investor Relations, tel. +358 40 763 8767
Stora Enso is a leading provider of renewable solutions in packaging,
biomaterials, wooden constructions and paper on global markets. Our aim is to
replace fossil based materials by innovating and developing new products and
services based on wood and other renewable materials. We employ some 26 000
people in more than 35 countries, and our sales in 2015 were EUR 10.0 billion.
Stora Enso shares are listed on Nasdaq Helsinki (STEAV, STERV) and Nasdaq
Stockholm (STE A, STE R). In addition, the shares are traded in the USA as ADRs
(SEOAY). storaenso.com (http://www.storaenso.com/)
STORA ENSO OYJ
For further information, please contact:
Ulrika Lilja
EVP Communications
tel. +46 72 221 9228
Investor enquiries:
Ulla Paajanen-Sainio
SVP, Investor Relations
tel. +358 40 763 8767
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