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Proposals of Shareholders' Nomination Board to Stora Enso Oyj’s Annual General Meeting 2020

The Shareholders' Nomination Board, established by Stora Enso’s Annual General Meeting (AGM), will propose to the AGM to be held on 19 March 2020 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 –Jorma Eloranta, Elisabeth Fleuriot, Hock Goh, Mikko Helander, Christiane Kuehne, Antti Mäkinen, Richard Nilsson and Hans Stråberg be re-elected members of the Board of Directors until the end of the following AGM and that Håkan Buskhe be elected new member of the Board of Directors for the same term of office.

The Shareholders’ Nomination Board proposes that Jorma Eloranta be elected Chairman and Hans Stråberg be elected Vice Chairman of the Board of Directors.

Göran Sandberg has announced that he is not available for re-election to the Board of Directors.

“Göran Sandberg has during his tenure since 2017 been a valuable member of the Stora Enso Board of Directors. Göran has since his election acted as member of the Sustainability and Ethics Committee and contributed to its work. I would like to thank Göran warmly for all his valuable work for Stora Enso,” says Jorma Eloranta, Stora Enso’s Board Chair and member of the Shareholders’ Nomination Board.

Håkan Buskhe, M.Sc. Eng., Licentiate of Engineering, born 1963, Swedish citizen, has a strong industrial operative background and management experience having acted as CEO of several leading Swedish companies and as of 12 February 2020 as CEO of FAM AB. Prior to his current position Buskhe has acted as CEO and President of SAAB AB (2010–2019) and E.ON Nordic (2008–2010). Previous working experience further includes executive positions in E.ON Sweden (2006–2008), acting as CEO of the logistics company Schenker North (2001–2006) as well as several positions in Storel AB (1998–2001), Carlsberg A/S (1994–1998) and Scansped AB (1988–1994). Buskhe has further held positions as Board member in several venture capital companies. He is independent of the company but not of its significant shareholders due to his coming position as CEO of FAM AB. Buskhe currently does not own shares in Stora Enso.

The Shareholders’ Nomination Board proposes to the AGM that the annual remuneration for the Chair, Vice Chair and members of the Board of Directors by increased by approximately 2.5–3 percent and be paid as follows:

Board of Directors

Chair EUR 197 000 (2019: 192 000)
Vice Chair EUR 112 000 (2019: 109 000)
Members EUR 76 000 (2019: 74 000)

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% will be 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 from the publication of the interim report for the period 1 January 2020–31 March 2020 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 proposes further that the annual remuneration for the members of the Financial and Audit Committee, the Remuneration Committee and the Sustainability and Ethics Committee be increased by approximately 2.5–3 percent and be paid as follows:

Financial and Audit Committee

Chair EUR 21 200 (2019: 20 600)
Members EUR 14 800 (2019: 14 400)

Remuneration Committee

Chair EUR 10 600 (2019: 10 300)
Members EUR 6 400 (2019: 6 200)

Sustainability and Ethics Committee

Chair EUR 10 600 (2019: 10 300)
Members EUR 6 400 (2019: 6 200)
The Shareholders’ Nomination Board in 2019–2020 comprised four members: Jorma Eloranta (Chair of the Board), Hans Stråberg (Vice Chair of the Board) and two other members appointed by the two largest shareholders, namely Harri Sailas (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 2020 concerning Board members and their remuneration. The Shareholders’ Nomination Board during its working period 2019–2020 convened five (5) times. Each member of the Shareholders’ Nomination Board attended all the meetings.

www.storaenso.com

 

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