Proposals by Fortum's Shareholders' Nomination Board to the 2018 Annual General Meeting
FORTUM CORPORATION STOCK EXCHANGE RELEASE 31 JANUARY 2018 AT 09.00 EET
Fortum's Shareholders' Nomination Board has submitted its proposals to the 2018 Annual General Meeting to Fortum's Board of Directors. The Shareholders' Nomination Board proposes that the Board consists of eight (8) members, the Chairman and the Deputy Chairman included, and that the following persons be elected to the Board of Directors for a term ending at the end of the 2019 Annual General Meeting:
Proposed to be re-elected:
Anja McAlister, and
Proposed to be elected as new members:
Essimari Kairisto, and
Matti Lievonen is proposed to be elected as Chairman and Klaus-Dieter Maubach as Deputy Chairman of the Board of Directors.
In line with prevailing governance principles for Board member rotation, Chairman of the Board of Directors Sari Baldauf has informed that she is not available in the election of the members of the Board of Directors. Ms Baldauf has served on Fortum's Board of Directors since 2009 and as Chairman of the Board since 2011.
“I want to thank Sari Baldauf for her dedicated service on Fortum's Board. Under her steering, Fortum has undergone transformative changes to ensure the company's competiveness in the rapidly changing energy sector. Sari Baldauf's expertise and experience has been particularly valuable in redirecting Fortum's strategy and broadening the international reach of its operations,” says Chairman of the Shareholders’ Nomination Board Pekka Timonen.
"It has been a privilege to be part of Fortum's journey for such a long time. Time has now come for me to hand over the gavel to my successor. The company is well managed and in good shape, and has now reached an important strategic milestone. I look forward to following Fortum as a private shareholder and expect great things from the company as it continues to drive the change for a cleaner world," says Sari Baldauf.
Fees to Board members:
The Shareholders' Nomination Board proposes to the 2018 Annual General Meeting that the fees paid for the upcoming term remain unchanged and are as follows:
- Chairman: EUR 75,000/year
- Deputy Chairman: EUR 57,000/year
- Members: EUR 40,000/year
- The Chairman of the Audit and Risk Committee, if he/she is not simultaneously acting as Chairman or Deputy Chairman of the Board: EUR 57,000/year.
For each Board and Board Committee meeting a fee of EUR 600 will be proposed. For Board members resident outside Finland in Europe, the proposed fee for each meeting will be doubled and for Board members resident outside Europe, the proposed fee for each meeting will be tripled. For Board members living in Finland, the proposed fee for each Board and Board Committee meeting will be doubled for meetings held outside Finland and tripled for meetings held outside Europe. For Board and Committee meetings held as a telephone conference the proposed fee will be paid as single to all members. No fee will be paid for decisions made without a separate meeting.
The Shareholders’ Nomination Board comprised Pekka Timonen, Director General, Ministry of Economic Affairs and Employment (Chairman), Timo Ritakallio, President and CEO of Ilmarinen Mutual Pension Insurance Company, Elli Aaltonen, Director General of Finnish Social Insurance Institution (KELA) and Sari Baldauf, Chairman of Fortum Corporation's Board of Directors. Sari Baldauf did not participate in the decision-making regarding the proposal for the Chairman of the Board or the fees to the Board members.
Ingela Ulfves, VP, Investor Relations and Financial Communications, tel. +358 40 5151 531
Pekka Timonen, Chairman of the Shareholders' Nomination Board, tel. +358 50 582 2284
Biographical details of the new proposed Board members are available as an attachment to this release.