(AGENPARL) – gio 12 dicembre 2024 12.00 PM CET / 12-Dec-2024 / Stora Enso Oyj (HEX:STEAV) (HEX:STERV) (OTC:SEOAY) (STO:STE A) (STO:STE R)
STORA ENSO OYJ STOCK EXCHANGE RELEASE 12 December 2024 at 13:00 EET
The Shareholders’ Nomination Board, established by Stora Enso’s Annual General
Meeting (AGM), will propose to the AGM to be held on 20 March 2025 that the
Company’s Board of Directors shall have nine (9) members.
The Shareholders’ Nomination Board proposes that of the current members of the
Board of Directors, Håkan Buskhe, Helena Hedblom, Astrid Hermann, Kari Jordan,
Christiane Kuehne, Richard Nilsson and Reima Rytsölä be re-elected members of
the Board of Directors until the end of the following AGM and that Elena
Scaltritti and Antti Vasara be elected new members of the Board of Directors for
the same term of office.
The Shareholders’ Nomination Board proposes that Kari Jordan be elected Chair
and Håkan Buskhe be elected Vice Chair of the Board of Directors.
Elisabeth Fleuriot has announced that she is not available for re-election to
the Board of Directors.
“Elisabeth Fleuriot has during her tenure since 2013 been a valuable member of
the Stora Enso Board of Directors, as well as acted as member of the Financial
and Audit Committee since 2019. I would like to thank her warmly for all her
valuable work for Stora Enso. Also, we are certain that the proposed new Board
members, Elena Scaltritti and Antti Vasara, will bring strong competence and
experience to the Board that will be very important in the next phase of Stora
Enso’s development as a leader within renewable materials,” says Kari Jordan,
Chair of the Board of Directors and the member of the Shareholders’ Nomination
Board.
Elena Scaltritti, born in 1972, Italian citizen with an Executive MBA degree and
a Bachelor of Science degree in Organic Chemistry, has extensive experience in
the chemical and technology industries from various global companies focusing on
innovation and sustainable development. Currently, since 2022, she is the Chief
Commercial Officer of the Danish energy transition solutions company Topsoe.
Previously, she served as the Executive Vice President (2019–2022), and held
several other leadership roles, in the chemical company SONGWON (2011–2022).
Elena Scaltritti is independent of the Company and of its shareholders.
Currently, she does not own shares in Stora Enso.
Antti Vasara, born in 1965, Finnish citizen with a Doctor of Science
(Technology) in Engineering Physics has extensive experience in the technology
and telecommunications industries, from research and development to business
leadership and innovation. Currently, since 2015, he is the President and Chief
Executive Officer of the Finnish technology research and development
organisation VTT. Currently, he is also a member of the Supervisory Board of
Ilmarinen (since 2024), the Board of Directors of Jane and Aatos Erkko
Foundation (since 2018), the Board of Directors of Elisa (since 2017), and the
Research and Innovation Council of Finland (since 2016). He has previously
worked as an executive at Tieto Oyj (2012–2015) and Nokia Oyj (2003–2012), as
the CEO at SmartTrust Oy (2000–2003), and as a management consultant at McKinsey
& Company (1993–2000). Antti Vasara is independent of the Company and of its
shareholders. Currently, he does not own shares in Stora Enso.
With regard to the selection procedure for the members of the Board of
Directors, the Shareholders’ Nomination Board recommends that shareholders take
a position on the proposal as a whole at the General Meeting. This
recommendation is based on the fact that at Stora Enso, in line with a good
Nordic governance model, the Shareholders’ Nomination Board is separate from the
Board of Directors. The Shareholders’ Nomination Board, in addition to ensuring
that individual nominees for membership of the Board of Directors possess the
required competences, is also responsible for making sure that the proposed
Board of Directors as a whole has the best possible expertise and experience for
the company and that the composition of the Board of Directors also meets other
requirements of the Finnish Corporate Governance Code for listed companies.
The Shareholders’ Nomination Board proposes to the AGM that the annual
remuneration for the Chair, Vice Chair and members of the Board of Directors be
increased by 3% and be paid as follows:
Board of Directors
Chair EUR 221,728 (2024: 215,270)
Vice Chair EUR 125,186 (2024: 121,540)
Members     EUR 85,933 (2024: 83,430)
The Shareholders’ Nomination Board also proposes that the annual remuneration
for the members of the Board of Directors be paid in Company shares and cash so
that 40% is paid in Stora Enso R shares to be purchased on the Board members’
behalf from the market at a price determined in public trading, and the rest in
cash. The shares will be purchased within two weeks of the publication of the
interim report for the period 1 January 2025–31 March 2025 or as soon as
possible in accordance with applicable legislation. The Company will pay any
costs and transfer tax related to the purchase of Company shares.
The Shareholders’ Nomination Board further proposes that the annual remuneration
for the members of the Financial and Audit Committee, the People and Culture
Committee and the Sustainability and Ethics Committee be increased by 3% and be
paid as follows:
Financial and Audit Committee
Chair EUR 23,976 (2024: 23,278)
Members EUR 16,868 (2024: 16,377)
People and Culture Committee
Chair EUR 11,988 (2024: 11,639)
Members EUR 7,214 (2024: 7,004)
Sustainability and Ethics Committee
Chair EUR 11,988 (2024: 11,639)
Members EUR 7,214 (2024: 7,004)
In 2024–2025, the Shareholders’ Nomination Board comprised four members: Kari
Jordan (Chair of the Board), Håkan Buskhe (Vice Chair of the Board) and two
other members appointed by the two largest shareholders, namely Jouko Karvinen
(Solidium Oy) and Marcus Wallenberg (FAM AB). Marcus Wallenberg was elected
Chair of the Shareholders’ Nomination Board.
The main tasks of the Shareholders’ Nomination Board were to prepare the
proposals for the AGM 2025 concerning Board members and their remuneration. The
Shareholders’ Nomination Board convened four (4) times during its 2024–2025
working period. Each member of the Shareholders’ Nomination Board attended all
the meetings. Kari Jordan and Håkan Buskhe did not participate in the
preparation of or decision on remuneration.
Part of the global bioeconomy, Stora Enso is a leading provider of renewable
products in packaging, biomaterials and wooden construction, and one of the
largest private forest owners in the world. Stora Enso has approximately 20,000
employees and our sales in 2023 were EUR 9.4 billion. Stora Enso shares are
listed on Nasdaq Helsinki Oy (STEAV, STERV) and Nasdaq Stockholm AB (STE A, STE
R). In addition, the shares are traded in OTC Markets (OTCQX) in the USA as ADRs
and ordinary shares (SEOAY, SEOFF, SEOJF).
storaenso.com/investors (https://www.storaenso.com/en/investors)
STORA ENSO OYJ
Investor enquiries:
Anna-Lena Åström
SVP Investor Relations
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Stora Enso Oyj, Katajanokanlaituri 4, Helsinki, 00101 Finland
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Stora Enso Oyj, Katajanokanlaituri 4, Helsinki, 00101 Finland
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