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Supervisory Board and Committees

 

Responsibilities and selection of the Supervisory Board

The Supervisory Board consists of a minimum of 15 and a maximum of 25 members, whose term begins at the Annual General Meeting at which the election takes place and ends at the end of the third Annual General Meeting (AMG) following the election. One-third of the members are replaced every year. The number of members in the Supervisory Board is 25. In addition to the members elected by the AGM, the Supervisory Board also includes three members whom the personnel groups, formed by Raisio Group’s employees in Finland, have elected as their representatives. Person who has turned 65 before the beginning of the term cannot be elected as a member of the Supervisory Board.

The Supervisory Board supervises the corporate administration run by the Board and CEO and gives the AGM a statement on the financial statements and auditor’s report. Chairman of the Supervisory Board has the right to be present and to speak at the meetings of Raisio plc’s Board and its committees.

Supervisory Board elects Chairman and Deputy Chairman among its members for one term that begins at the first Supervisory Board meeting following the AGM and ends at the first Supervisory Board meeting held after the following AGM.

Paavo Myllymäki is serving as Chairman of the Supervisory Board and Holger Falck as Deputy Chairman.

Legal Counsel Aija Immonen, Master of Laws has served as the Secretary of the Board since April 2018.

Supervisory Board convened three times in 2019.

Supervisory Board members

Nomination Committee of the Supervisory Board

The Supervisory Board has set up a Nomination Committee to prepare matters concerning the appointment and rewarding of members of the Board of Directors. The Committee makes its proposal to the Supervisory Board, which, in turn, can present the AGM with a proposal concerning the election, remuneration and number of the Board members. The Committee’s activities are regulated by rules of procedure (2016, updated in 2020) approved by the Board and the Supervisory Board.

The Committee consists of the Supervisory Board’s Chairman Paavo Myllymäki and Deputy Chairman Holger Falck, based on their posts, as well as Henrik Brotherus, Markku Kiljala and Linda Langh.

The Nominating Committee convened five times in 2019.

Sustainability Committee of the Supervisory Board

The Supervisory Board has set up a Sustainability Committee in December 2019 to oversee the company’s compliance with sustainability issues as part of the Supervisory Board’s task to supervise the corporate administration run by the Board and CEO. The Committee’s activities are regulated by rules of procedure (2019) approved by the Board and the Supervisory Board.

The Committee consists of the Supervisory Board’s Deputy Chairman Holger Falck, based on his post, as well as two Supervisory Board members: Juha Marttila and Olli-Pekka Saario. The Chairman of the Board’s Audit Committee has the right to be present and to speak at all of the Sustainability Committee’s meetings. In addition, the Committee may also hear as experts Company’s personnel involved in the sustainability process.

The Committee did not convene in 2019.

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