Proposals of Fingrid’s Shareholders’ Nomination Board to the Annual General Meeting 2023
The Shareholders’ Nomination Board of Fingrid Oyj proposes to the Annual General Meeting 2023 that the meeting would decide as follows:
1. Number and composition of the Board of Directors
The Shareholders’ Nomination Board proposes that Fingrid’s Board of Directors would consist of five (5) members and that the current members of the Board of Directors Hannu Linna and Jukka Reijonen would be re-elected for the term of office ending at the end of the next Annual General Meeting. The current Board members Päivi Nerg and Sanna Syri have informed that they will not be available for re-election to the Board of Directors in the next Annual General Meeting.
In addition, Shareholders’ Nomination Board proposes that Jero Ahola, Anne Jalkala and Leena Mörttinen will be elected as new Board members for the same term of office.
Jero Ahola, D.Sc. (Tech.) electrical engineering, Finnish citizen. Ahola has acted as a Head of the Department of Electrical Engineering at LUT University from the year 2021 and as a Professor of Energy Efficiency in Electricity-driven Systems from the year 2014. In addition, he has acted as an advisory partner and he is a co-founder of Solar Foods Oy, Elstor Oy and Afstor Oy from the year 2017. Further, Ahola acts as a Board member for Gasgrid Finland Oy, as an alternate Board member for CLIC Innovation Oy and as a member of Executive Council (ex-officio) and Scientific Council of European Power Electronics Association.
Anne Jalkala, D.Sc. (Tech.), Finnish citizen. Jalkala has acted as a Chief Strategy Officer for Vaisala Oyj from the year 2022. Earlier Jalkala has acted as a Vice President, Digital Growth Businesses for Fortum Oyj during the years 2021-2022 and as a Vice President in different management positions during the years 2016-2020, as a Head of LUT School of Business and Management during the years 2015-2016 and as a Professor in Business Marketing at LUT University during the years 2010-2016, as a Visiting Scholar at the Stanford University during the years 2013-2014 and as a Visiting Research Scholar at the Bocconi University during the years 2007-2008. In addition, Jalkala acts as a Board member and Chair of the Audit and Risk Committee for the Tampere University and as a Member of Delegation for Finnish Foundation for Technology Promotion.
Leena Mörttinen, D.SocSc (Econ.), Finnish Citizen. Mörttinen has acted as a Permanent Under-Secretary of International and Financial Markets Affairs at the Ministry of Finance from the year 2020 and as a Director General of the Financial Markets Department during the years 2017-2020. Earlier, Mörttinen has acted as an Executive Director for Finnish Family Firms Association during the years 2015-2017, as a Director, Competitiveness and Growth for Confederation of Finnish Industries EK during the years 2012-2015, as a Head of Group European Affairs for Nordea Group during the years 2009-2012, in different positions for Nordea Bank Finland during the years 2006-2009, as an Advisor for Bank of Finland during the years 2005-2006, as a Senior Expert for European Central Bank during the years 2002-2005, as an Economist for Bank of Finland during the years 1999-2002 and as a Researcher at the University of Helsinki during the years 1995-1999. In addition, Mörttinen acts as a board member for the Foundation for the Finnish Museum of Architecture and Design, as a Board member and Vice Chair for Finnish National Theatre Foundation, as a Chair of the Advisory Board for University of Helsinki Research Foundation and as a member of the Board of Governors for Scout Foundation, Finland.
In addition, Shareholders’ Nomination Board proposes that from the current Board members Hannu Linna would be re-elected as the Chair and Leena Mörttinen elected as the Deputy Chair of the Board of Directors.
Of the proposed Board members, Hannu Linna, Jero Ahola and Anne Jalkala are independent from the company and its significant shareholders. Leena Mörttinen and Jukka Reijonen are independent of the company, but not of the significant shareholders, since they are currently employed by a significant shareholder.
All of the proposed Board members have given their consents to their appointments.
2. Remuneration for the Board of Directors
The Shareholders’ Nomination Board proposes that the remuneration paid to the members of the Board of Directors remain unchanged. According to the proposal, the Chair shall be paid EUR 2,400/month, the Vice Chair EUR 1,300/month, and the Board members EUR 1,000/month, in addition to which, members shall be paid a meeting fee of EUR 600 for attending Board meetings and meetings of the Board’s committees and meetings of the Shareholders’ nomination board.
The Nomination Board’s proposals will be included in the invitation to the Annual General Meeting.
The Chair of Fingrid’s Shareholders’ Nomination Board is Karri Safo (nominated by the State of Finland), and its members are Mikko Räsänen (nominated by llmarinen Mutual Pension Insurance Company) and Erkko Ryynänen (nominated by Aino Holdingyhtiö Ky).
General Counsel, SVP Marina Louhija
tel. +358 40 519 0627