Outokumpu – Proposals of the Shareholders’ Nomination Board

The Shareholders’ Nomination Board of Outokumpu Oyj proposes to the Annual General Meeting 2020 that the meeting would decide as follows:

1 Number and composition of the Board of Directors

The Shareholders’ Nomination Board proposes that the Board of Directors would consist of seven (7) members and that the current members of the Board of Directors Kati ter Horst, Kari Jordan, Heikki Malinen, Eeva Sipilä, Vesa-Pekka Takala, Pierre Vareille and Julia Woodhouse would be re-elected for the term of office ending at the end of the next Annual General Meeting. Kari Jordan would be re-elected as the Chairman and Heikki Malinen re-elected as the Vice Chairman of the Board of Directors.

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 annual remuneration for the Board of Directors would be increased as follows:

Chairman: EUR 163,000 (2019: EUR 160,000)
Vice Chairman and the Chairman of the Board Audit Committee: EUR 91,600 (2019: EUR 90,000)
Other members of the Board of Directors: EUR 71,100 (2019: EUR 70,000)

40% of the annual remuneration would be paid in the Company’s own shares using treasury shares or shares to be purchased from the market at a price formed in public trading and in accordance with the applicable insider regulations.

The Shareholders’ Nomination Board proposes that the meeting fees, which would be paid also for the Board Committee meetings, would be kept at the same level as during the previous term: EUR 600 per meeting for each member of the Board of Directors and EUR 1,200 when travelling to a meeting held outside the Board member’s country of residence.

The Shareholders’ Nomination Board comprised Managing Director Antti Mäkinen from Solidium Oy, CFO Pekka Pajamo from Varma Mutual Pension Insurance Company, President and CEO Jouko Pölönen from Ilmarinen Mutual Pension Insurance Company, Investment Manager Tuula Korhonen from the Social Insurance Institution of Finland and Chairman of the Board of Directors Kari Jordan as an expert member.

Source: Outokumpu, Photo: Fotolia