Published Jan 30, 2012 12:31:59 PM +2 GMT
Juha Rouhiainen
Metso Corporation's stock exchange release on January 30,
2012 at 12:30 p.m. local time
The Nomination Board established by Metso's Annual
General Meeting proposes to the next Annual General
Meeting, which is planned to be held on March 29, 2012,
that the number of Board of Directors members is seven.
Proposal on the composition of Board of Directors
The Nomination Board proposes to the Annual General Meeting
that Jukka Viinanen, Mikael von Frenckell, Christer
Gardell, Ozey K. Horton, Jr., Erkki Pehu-Lehtonen and Pia
Rudengren would be re-elected of the present members of the
Board of Directors. In addition, it is proposed to elect
Eeva Sipilä as a new member of the Board of Directors. It
is proposed to elect Jukka Viinanen as Chairman of the
Board of Directors and Mikael von Frenckell as
Vice-Chairman of the Board of Directors.
Ms. Eeva Sipilä, M.Sc. (Econ), CEFA, b. 1973, has served as
Chief Financial Officer (CFO) of Cargotec Corporation since
2008. She is a Board member of Basware Corporation since
2010. Eeva Sipilä has worked for Cargotec since 2005, prior
to her current role she was Senior Vice President, Investor
Relations and Communications during 2005-2008. During
2002-2005 she worked for Metso Corporation as Vice
President, Investor Relations. Before Metso, Eeva Sipilä
worked as an equity analyst at Mandatum Stockbrokers,
Sampo-Leonia and Leonia Bank during 1999-2002. During
1997-1998 she worked as an associate consultant at
Arkwright AB in Sweden.
Proposal on Board of Directors' remuneration
The Nomination Board proposes to the Annual General Meeting
that the members of the Board of Directors to be elected
for a term of office ending at the end of the Annual
General Meeting of 2013 would be paid the following annual
remuneration: to the Chairman of the Board of Directors EUR
100,000; to the Vice-Chairman of the Board of Directors and
the Chairman of the Audit Committee EUR 60,000; and to the
other members of the Board of Directors EUR 48,000 each.
The Nomination Board furthermore proposes that for each
meeting of the Board of Directors or the committees of the
Board of Directors a fee of EUR 700 would be paid to the
members of the Board that reside in the Nordic countries, a
fee of EUR 1,400 would be paid to the members of the Board
that reside in other European countries and a fee of EUR
2,800 would be paid to the members of the Board that reside
outside Europe. The Nomination Board proposes that as a
condition for the annual remuneration the members of the
Board of Directors are obliged, directly based on the
General Meeting's decision, to use 40% of the fixed annual
remuneration for purchasing Metso Corporation shares from
the market at a price formed in public trading and that the
purchase will be carried out within two weeks from the
publication of the interim review for the period 1 January
2012 to 31 March 2012.
Metso's Board of Directors will include these proposals
into the notice of the Annual General Meeting, which will
be published later.
Personnel participation
The Nomination Board notes that a personnel representative
will participate as an external expert in the Metso Board
meetings also in the next Board term within the limitations
imposed by the Finnish law. The new Board of Directors will
invite the personnel representative as its external expert
in its organizing meeting after the Annual General
Meeting.
The Nomination Board
Kari Järvinen (Managing director, Solidium Oy) acted as the
Chairman of the Nomination Board established by Metso's
Annual General Meeting. The members the Nomination Board
were Lars Förberg (Managing Partner, Cevian Capital), Harri
Sailas (President and CEO, Ilmarinen Mutual Pension
Insurance Company) and Matti Vuoria (President and CEO,
Varma Mutual Pension Insurance Company). The Chairman of
Metso Corporation's Board of Directors, Jukka Viinanen,
served as the Nomination Board's expert member.
Metso is a global supplier of sustainable technology and
services for mining, construction, power generation,
automation, recycling and the pulp and paper industries. We
have about 29,000 employees in more than 50 countries.
www.metso.com
Further information, please contact:
Aleksanteri Lebedeff, Senior Vice President, General
Counsel, tel. +358 20 484 3240
Metso Corporation
Harri Nikunen
CFO
Juha Rouhiainen
Vice President, Investor Relations
Distribution:
NASDAQ OMX Helsinki Ltd
Media
www.metso.com
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