Ahlstrom‘s Shareholders’ Nomination Board has made its proposal on the composition and remuneration of the Board of Directors of the company.
Number of Board Members
The Nomination Board proposes that the number of Board members be seven. The Board members are elected for the period ending at the close of the next Annual General Meeting.
Composition of the Board of Directors
The Nomination Board proposes that Lori J. Cross, Anders Moberg, Markus Rauramo and Panu Routila be re-elected. Esa Ikäheimonen, Board member since 2011, and Daniel Meyer, Board member since 2013, have informed that they are no longer available for re-election. Therefore, it is proposed that Alexander Ehrnrooth (b.1974), Johannes Gullichsen (b.1964) and Jan Inborr (b.1948) be elected as new members of the Board.
Alexander Ehrnrooth, M.Sc.(Econ.), MBA, is President & CEO of Virala Oy Ab and Vimpu Intressenter Ab. He is Vice Chairman of the Board of Fiskars Corporation, a Board member of Wärtsilä Corporation and Munksjö Oyj, and Chairman of the Board of Aleba Corporation and Belgrano Idiomas Oy.
Johannes Gullichsen, B.Sc.(Engineering), MBA, is Board Member of Antti Ahlström Perilliset Oy, Vice Chairman of Walter Ahlström Foundation, and an entrepreneur. He has worked in senior positions at RAM Partners Oy, eQ Bank Oy, and has been a Board member of Ahlström Capital Oy, RAM Partners Oy and RAM Partners Alternative Strategies plc.
Jan Inborr, B.Sc.(Econ.), is Chairman of the Board of Antti Ahlström Perilliset Oy and Board member of Enics AG, where he also was Chairman during 2004-2009. He has been Board member of Vacon Oyj during 2002-2015 and Chairman during 2004-2011. He has been Deputy CEO of Ahlstrom Group 1994-2000 and held several other senior positions in Ahlstrom Group during 1972-2000. He has been Board member of Ahlstrom Corporation during 2001-2010 and CEO of Ahlström Capital Oy during 2001-2008.
All nominees are considered independent of the Company and of the significant shareholders of the Company, except for Panu Routila, who is not independent of the significant indirect shareholder Ahlström Capital Oy, where he is President and CEO; and Alexander Ehrnrooth, who is not independent of the Company’s significant shareholder Vimpu Intressenter Ab, where he is the President & CEO and member of the Board.
All nominees have given their consent to the election. In addition, the nominees have brought to the attention of the Nomination Board that if they become elected, they will elect Panu Routila as Chairman and Jan Inborr as Vice Chairman of the Board. The CV’s of the proposed Board members are available on the website of the company at www.ahlstrom.com.
The Nomination Board proposes that the remuneration of the Board members remains unchanged. The remunerations are as follows:
Chairman EUR 84,000 per year
Vice Chairman EUR 63,000 per year
Chairman of the Audit Committee EUR 63,000 per year
Members EUR 42,000 per year
In addition, the proposed remuneration for attendance at Board meetings is EUR 1,500 per meeting for Board members residing outside Finland. As regards the permanent Board committees and the Nomination Board, the proposed remuneration for attendance at committee and the Nomination Board meetings is EUR 1,500 per meeting. Travel expenses are reimbursed in accordance with the Company’s travel policy.
The Nomination Board comprises representatives of the three largest shareholders of Ahlstrom as of May 31, 2014 and in addition, the Chairman of the company’s Board of Directors and a person nominated by the Board of Directors.
Thomas Ahlström (Chairman), Alexander Ehrnrooth (Vimpu Intressenter Ab), Risto Murto (Varma Mutual Pension Insurance Company), Panu Routila (Chairman of Ahlstrom’s Board) and Anders Moberg (member of Ahlstrom’s Board).
In the picture: Panu Routila, Chairman of Ahlstrom’s Board.