Shareholder's Nomination Board

Suominen has a permanent Shareholders’ Nomination Board established by the 2013 Annual General Meeting. The task of the Nomination Board is to prepare and present to the Annual General Meeting and, if necessary, to an Extraordinary General Meeting, a proposal on the remuneration of the members of the Board of Directors, a proposal on the number of members of the Board of Directors and a proposal on the members and the Chair of the Board of Directors. In addition, the task of the Nomination Board is to seek potential successors for the board members.

The Nomination Board consists of four members, three of which are appointed by the Company’s three largest shareholders who appoint one member each. The largest shareholders shall be determined on the basis of the registered holdings in the Company’s shareholders’ register held by Euroclear Finland Ltd as of the first working day in September. The Chair of the Company’s Board of Directors serves as the fourth member. The Nomination Board is established to exist and serve until the General Meeting of the Company decides otherwise. The members are nominated annually, and their term of office ends when new members are nominated to replace them. The members of the Nomination Board shall be independent of the Company, and a person belonging to the Company’s operative management cannot be a member of the Nomination Board.

Composition of the Nomination Board

Shareholders’ representatives on the Nomination Board as of September 2, 2021 are Lasse Heinonen, representing Ahlstrom Capital B.V., Mikael Etola representing Oy Etra Invest Ab and Jukka Perttula representing Nordea Nordic Small Cap Fund. Jaakko Eskola, Chair of the Board of Directors, acts as the fourth member of the Nomination Board. Lasse Heinonen acts as the Chair of the Nomination Board.

In 2021, the Nomination Board convened seven times. The attendance rate at the meetings was 100%.