General
The Board’s role is to manage the company’s business in the best possible way and in its work protect the interests of the company and its shareholders. The Board of Directors is responsible for the company’s administration and the appropriate arrangement of its operations. The Board of Directors also ensures that the supervision of the company’s accounting and asset management is appropriate. The Board of Directors decides on matters of principle and on any issues that would have broad-ranging implications for the company.
Annual General Meeting elects each year at least four and at most eight members to serve on the company’s Board of Directors, which elects the Chairman and also, if necessary, the Vice Chairman from among its members. The term of office of the members of the Board of Directors ends at the conclusion of the first Annual General Meeting of shareholders held after their election.
Responsibilities
The operating principles and main duties of the Board of Directors have been defined in the Charter for the Board of Directors and include, among other things, to:
- Regularly evaluate the long-term goals and strategy of the company, as well as related business and other strategic plans of the company. The Board shall review other policies and guidelines drawn up by operative management that are material for the company
- Evaluation and monitor of corporate and financial reporting, risk management of the company’s operation and legal compliance
- Ensure that there are effective systems in place for monitoring and controlling the group’s operations and financial position compared to its stated objectives
- Deliberate and approve annual and interim financial statements and Board reports
- Deliberate and decide upon capital expenditures, investments and divestitures and other financial commitments that are material for the company
- Oversee the structure and composition of the company’s top management
- Appoint and discharge the CEO, and set out his or her respective remuneration and the employment conditions. In respect of the Chief Financial Officer and the other members of the company’s management team such matters are reviewed by the Nomination and Remuneration Committee upon the proposal of the CEO and finally decided by the Board.
- Ensure that the company’s external disclosure of information is marked by openness and is correct, timely, relevant and reliable, by way of, among other things, adopting a disclosure policy.
The Board of Directors’ performance, practices and procedures are evaluated annually.
Board compensation
The Annual General Meeting also determines the remuneration for the Board of Directors. The Annual General Meeting held on 28 March 2023 decided that the Chairman of the Board of Directors shall receive a fee of EUR 54 000 per year and members of the Board of Directors each shall receive EUR 38 500 per year. In addition, reasonable travelling expenses for the meetings shall be compensated and an attendance fee of EUR 500 shall be paid per Board of the Directors meeting. The chairpersons of the committees of the Board of Directors shall receive an attendance fee of EUR 500 and the committee members shall be paid an attendance fee of EUR 400 per committee meeting.
In the financial year 2022, a total of approximately EUR 282 850 in fees was paid to the members of the Board of Directors.
In 2022 the company did not pay remuneration for Board work in the form of company shares or rights entitling to shares.
Patrick Lapveteläinen
b. 1966
Chairman of the Board of Directors
Education: M.Sc. (Econ.), Swedish School of Economics and Business Administration, Vaasa Citizenship: Finnish
Chairman of the Board of Directors since 2016
He currently serves as Chairman of the Board of Directors of Mandatum Plc. Previously he has acted as Investment and Administrative officer of Sampo Plc and Deputy Managing Director and Board member of Mandatum Bank Plc. He has also acted as Director and Board member of Interbank Ltd. Further, he acts as Chairman of the Board of Directors of Mandatum Life Insurance Company Ltd, Mandatum Holding Oy, Mandatum Asset Management Oy and Leviathan Oy, and Board member of If P&C Insurance Holding Ltd, If P&C Insurance Ltd and Saxo Bank A/S.
Independent of the company but non-independent of its significant shareholders.
Nora Kerppola
b. 1964
Member of the Board of Directors.
Education: MBA (Finance/International Business), Columbia Graduate School of Business.
Citizenship: Finnish.
Board member since 2023
She currently serves as the Managing Director of Nordic Investments Group Oy. Previously she has acted in various partner and senior management roles in private equity companies. She also acts as the chairman of the board in Dasos Capital Oy. Independent of the company and independent of its significant shareholders.
Erik Forsberg
b. 1971
Member of the Board of Directors
Education: M.Sc. Business and Administration, Stockholm School of Economics
Citizenship: Swedish
Enento Group’s Board member since 2021
He currently serves as Chairman of the Board of Directors of Collectia Group (Care DK Bidco Aps), Board member of Stillfront Group and Deltalite AB. Previously he has acted as CFO of Intrum AB, CFO of Cision Group and Business Area CFO, Group Treasurer and Business Controller of EF Education Group.
Independent of the company and independent of its significant shareholders.
Martin Johansson
b. 1962
Member of the Board of Directors
Education: M.Sc. Business and Administration, Stockholm School of Economics
Citizenship: Swedish
Board member since 2018
Previously he has acted in several managerial positions at SEB Group and at Citigroup in Canada, Portugal, Indonesia, Brazil and Sweden. Further, he is Chairman of the Board of Directors of Repono Holding AB, Försäkrings AB Suecia, Försäkringsaktiebolaget Skandinaviska Enskilda Captive and Board member of several other companies belonging to the SEB Group.
Independent of the company but non-independent of its significant shareholders.
Tiina Kuusisto
b. 1968
Member of the Board of Directors
Education: M.Sc. (Econ.), Helsinki School of Economics
Citizenship: Finnish
Board member since 2019
Previously she has acted as the Director responsible for customer experience, marketing and communications (CXO) at Kojamo Plc.
Independent of the company and independent of its significant shareholders.
Minna Parhiala
b. 1967
Member of the Board of Directors
Education: Master of Laws (LL.M.), University of Lapland
Citizenship: Finnish
Board member since 2020
She currently serves as Director of Nordea Bank (Head of Business Area, Nordea Personal Banking). Previously she has acted in various management level roles of the Nordea Group since 1997. Further she acts as Board member of Limelight Horses Oy.
Independent of the company and independent of its significant shareholders.
Markus Ehrnrooth
b. 1985
Member of the Board of Directors
Education: B.Pol.Sc, Helsinki University, M.Sc. (Tech.)., Helsinki University of Technology
Citizenship: Finnish, Swedish
Board member since 2024
He currently serves as the CEO of Geveles AB. Further he acts as Vice Chair of the Board of Directors of Baltic Sea Action Group.
Independent of the company and independent of its significant shareholders.
Management and board of directors’ holdings of shares
Information on the share holdings of Management and Board of Directors is shown in Table of Managers’ holdings of shares.