Annual General Meeting 2024

Annual General Meeting 2024

Raute Corporation's Annual General Meeting is scheduled to be held in Lahti on Thursday April 4, 2024 at 6 p.m. Raute’s Board of Directors will convene the Meeting at a later date.

The Board’s dividend proposal on February 15, 2024:

The Board of Directors of Raute Corporation proposes to the Annual General Meeting that EUR 0.10 per share be paid dividend.

Shareholders’ proposals to the AGM 2024

Possible requests from shareholders to include an item on the agenda of 2024 Annual General Meeting should be submitted in writing with a statement of reasons or a resolution proposal no later than February 28, 2024 by mail to Raute Corporation, Board of Directors, P.O. Box 69, 15551 Nastola, Finland, or by email to [email protected].

Proposals of the Shareholders' Nomination Board to Raute Corporation's Annual General Meeting 2024 (Stock exchange release published on 12 January 2024)

The Shareholders' Nomination Board of Raute Corporation (the "Nomination Board") proposes to the Annual General Meeting convening on April 4, 2024 that Raute's Board of Directors would consist of seven members.

The Nomination Board proposes that Laura Raitio, Licentiate of Science (Technology), would continue to be elected as the Chair of the Board of Directors and Joni Bask, M.Sc. (Tech.), would be elected as the Vice Chair of the Board of Directors. It is proposed that Ari Harmaala, Engineer (Construction Technology), and Ari Piik, B.Sc. (Econ.), be re-elected as members of the Board of Directors.

In addition, the Nomination Board proposes that Mikko Kettunen, Julius Manni and Jenni Virnes be elected as new members of the Board of Directors.

Mikko Kettunen (b. 1976, M.Sc. (Econ.)) is currently the CFO of Caverion Corporation. He has previously held management positions in several international industrial companies, including Exel Composites CFO and business unit manager, and CFO at Maillefer and Foster Wheeler. Earlier in his career, Mikko worked as an M&A consultant at PwC. His previous positions of trust include chairmanship of the Board of Directors of Bolt.works.

 

Julius Manni (b. 1978, M.Sc. (Econ.)) has been the CEO of Vincit Plc since 2021. Earlier in his career, he has worked in Tieto's management team as Executive Vice President, Customer Experience, Country Manager Finland at Affecto Plc, strategy consultant at Accenture and as an independent management advisor in various growth companies. In addition, Julius has several years of experience in Nordic management positions in sales, marketing and digital service development at If P&C.

Jenni Virnes (b.1974, M.Sc. (Eng.) has worked as an entrepreneur for several years as a management consultant for start-up and technology companies through her own company.  In addition, she serves as a member of the Board of Directors of Pricer AB, listed on NASDAQ Stockholm. She has previous experience in business management in technology companies as CEO, interim director and chief operating officer. Virnes has also worked in business development positions at UPM Corporation.


All candidates have given their consent to the positions.

Of the current Board members, Mika Mustakallio, Patrick von Essen and Petri Perttula will leave the Board at the end of the Annual General Meeting.

"Mika Mustakallio, Patrick von Essen and Petri Perttula have worked in the Board of Directors with great commitment and their contribution has been significant. Mika's work as long-term Vice Chair has been strong and valuable. Patrick has brought strong expertise in international business to the Board and Petri especially in development related to wood construction. I would like to express our warm thanks to them for the work done for Raute," says Pekka Suominen, Chair of the Nomination Board.

The Nomination Board proposes that the remuneration of the members of the Board of Directors would be EUR 48,000 for the Chair of the Board of Directors and EUR 24,000 for the term of office for the members of the Board of Directors as before. If the Board of Directors were to establish separate Board committees, the following remuneration is proposed for committee work:

  • Meeting fee for committee work to the Chair of the Audit Committee EUR 1000 per meeting,
  • The meeting fee for the chair of other possible committees and committee members is EUR 500 per meeting.

Reimbursement of expenses shall be paid in accordance with the company's current travel policy.

Regarding the election procedure for the members of the Board of Directors, the Nomination Board recommends that the shareholders take a position on the proposal as a whole at the Annual General Meeting. When making the proposal and assessing the qualifications of the individual nominees, the Nomination Board has assessed that the proposed entity of the Board of Directors has the best possible expertise for the company and that the composition of the Board of Directors also meets the other requirements of the Corporate Governance Code for listed companies.

The composition of Raute's Shareholders' Nomination Board was announced on August 1, 2023 and its Chair is Pekka Suominen and its members are Göran Sundholm and Kustaa Poutiainen. Laura Raitio, Chair of the Board of Directors, has acted as an expert in the Nomination Board without being a member of the Nomination Board. The Nomination Board has convened six times during the term.

The Nomination Board made its proposal for a decision unanimously.

The above-mentioned proposals will also be included in the notice to the Annual General Meeting to be published later.