Proposals of the Shareholders' Nomination Board to
The Shareholders' Nomination Board of
Proposal on the composition of the Board of Directors
The Shareholders' Nomination Board resolved to propose to the Annual General Meeting that the number of the Board members be eight.
Shareholders' Nomination Board resolved to propose to the Annual General Meeting that
All the proposed Board members are determined to be independent of the company. With the exception of
The proposed Board members have all given their consent to being elected. The members of the Board of Directors will elect the Chair and Deputy Chair of the Board amongst themselves.
Proposal on the remuneration of the Board of Directors
The Shareholders' Nomination Board resolved to propose to the AGM 2024 that the remuneration to the members of the Board will be as follows:
- The annual remuneration payable to the members of the
Board for the term shall remain at:EUR 200,000 for the Chair,EUR 105,000 for the Deputy Chair andEUR 80,000 for the ordinary members. -
In addition, meeting fees for board meetings will be paid as follows: the Chair will be paid
EUR 1,500 per Board meeting attended and the other board members will be paidEUR 1,000 per Board meeting attended. These meeting fees are applied to board meetings inFinland for members resident in the Nordic countries, to all board meetings held outside ofFinland and to all board meetings held as teleconference or per capsulam. -
In the case a board member is domiciled in a European country other than the Nordic countries, a meeting fee of
EUR 2,000 per Board meeting attended inFinland will be paid. In the case a board member is domiciled in a country outsideEurope , a meeting fee ofEUR 3,000 per Board meeting attended inFinland will be paid. -
The Shareholders' Nomination Board further proposes that the Chair of the Audit Committee will receive a fixed fee of
EUR 28,000 and each member of the Committee a fixed fee ofEUR 15,000 for the term and the Chair of the People Committee a fixed fee ofEUR 22,000 and each member of the Committee a fixed fee ofEUR 11,000 for the term.
Approximately 40% of the annual Board remuneration is proposed to be paid in
Comparison of the remuneration
Annual remuneration payable remains the same for all members.
Existing compensation | Proposal | |
Chair of the Board | ||
Deputy Chair of the Board | ||
Members of the Board |
The structure of the Board meeting fees changes, and most fees are revised.
Existing compensation | Proposal | |
Board meeting attendance:Chair of the Board |
Fee of |
Fee of |
Board meeting attendance:Members of the Board |
Fee of |
Fee of |
Board meeting attendance:Members of the Board domiciled in a European country other than the Nordic countries |
Fee of |
Fee of |
Board meeting attendance:Members of the Board domiciled in a country outside |
Fee of |
Fee of |
The committee work fees are increased for both
Existing compensation | Proposal | |
Chair of the Audit Committee |
Fixed fee of |
Fixed fee of |
Members of the Audit Committee |
Fixed fee of |
Fixed fee of |
Chair of the People Committee |
Fixed fee of |
Fixed fee of |
Members of the People Committee |
Fixed fee of |
Fixed fee of |
Composition of the Shareholders' Nomination Board
In accordance with the decision of the
In 2023, the following members were appointed to the Shareholder's Nomination Board:
For further information, please contact:
Executive Vice President, Corporate Relations and Legal Affairs
Tel: +358 10 709 5609
kari.hietanen@wartsila.com
For investor information, please contact:
Vice President, Investor Relations
Tel: +358 10 709 1461
hanna-maria.heikkinen@wartsila.com
https://news.cision.com/wartsila-corporation/r/proposals-of-the-shareholders--nomination-board-to-wartsila-s-annual-general-meeting-2024,c3911993
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