Componenta Corporation: Proposals of the Shareholders’ Nomination Board to the Annual General Meeting

Componenta Corporation, Stock Exchange Release, 25 January 2024 at 4.20 p.m. EET

The Shareholders’ Nomination Board of Componenta Corporation proposes the following to the Annual General Meeting 2024 planned to be held on 10 April 2024.

Number of members of the Board of Directors

The Shareholders’ Nomination Board proposes that the number of the members of the Board of Directors will be five (5) for the term expiring at the end of Annual General Meeting 2025.

Composition of the Board of Directors

The Shareholders’ Nomination Board proposes that Tomas Hedenborg, Anne Koutonen, Harri Suutari and Petteri Walldén shall be re-elected as members of the company’s Board of Directors. In addition, the Nomination Board proposes to elect Lars Wrebo as a new member of the Board of Directors. All nominees have given their consent to the position.

Lars Wrebo (born in 1962, M.Sc.,Mechanical Engineering), is a Swedish citizen, who has worked in senior management positions, inter alia, as Executive Board Member and Senior Vice President within Volvo Cars Corporation´s Purchasing and Manufacturing, and as Executive Vice President with a responsibility for Production and Logistics of MAN Truck & Bus. Wrebo has also held several management positions in Scania Group. Wrebo is currently also a member of the board of directors of Thor Ahlgren AB, SMPP Holding AB, AQ Group and LEAX Group.

All persons proposed to the company's Board of Directors are independent of the company and its significant shareholders.

Information regarding the proposed members of the Board of Directors is available on the company’s website at https://www.componenta.com/en/investors/corporate-governance/annual-general-meeting-2024/

When preparing its proposal, the Nomination Board has taken into consideration the Board of Directors’ diversity policy, including its aim to ensure continuity by nominating Board members who have long term experience of the company’s business.  

Remuneration of the Board of Directors

The Shareholder’ Nomination Board proposes that remuneration for the members of the Board of Directors shall be changed as presented below.

The Shareholders’ Nomination Board proposes that the members of the Board of Directors who will be elected to the term continuing to the Annual General Meeting 2025, shall be paid annual remuneration as follows:

The members of the Board of Directors who will be elected to the term continuing to the Annual General Meeting 2025, will be paid annual remuneration as follows:

EUR 50,000 (before EUR 50,000) to the Chairman and EUR 30,000 (before EUR 25,000) to the members of the Board of Directors. If the Board of Directors decides to establish committees, an annual fee of EUR 5,000 will be paid to the members of Board committees.

In addition, a meeting specific fee of EUR 1,000 will be paid to a board member who lives outside Finland and travels to Finland for a meeting.

Travel expenses of the members of the Board of Directors will be compensated in accordance with the company’s travel policy.

Composition of the Shareholders’ Nomination Board

The Nomination Board of Componenta Corporation consists of Kyösti Kakkonen, Commercial Counsellor, CEO, representing shareholder Joensuun Kauppa ja Kone Oy, Harri Suutari, the Chairman of the Board of Directors of Componenta Corporation, authorized by the shareholder Etra Capital Oy and acting as an expert member and the Chairman of the Nomination Board, and Erkka Kohonen, Senior Portfolio Manager, representing shareholder Varma Mutual Pension Insurance Company.

The proposals of the Nomination Board will be included in the notice to the Annual General Meeting.

COMPONENTA CORPORATION

Sami Sivuranta
President and CEO

For further information, please contact:
Harri Suutari, Chairman of the Nomination Board, tel: +358 40 038 4937

Distribution:
NASDAQ Helsinki
Main media
www.componenta.com
 

Componenta Corporation is an international technology company and Finland’s leading contract manufacturer in the machine building industry. Sustainability and customer needs are at the core of the company’s broad technology portfolio. Componenta Corporation manufactures components for its customers, which are global manufacturers of machinery and equipment. The company’s stock is listed on Nasdaq Helsinki. www.componenta.com