SRV Group Plc: Proposals of the Shareholders’ Nomination Board to the Annual General Meeting 2022

SRV GROUP PLC     STOCK EXCHANGE RELEASE     24 JANUARY 2022      09:00 EET

SRV Group Plc: Proposals of the Shareholders’ Nomination Board to the Annual General Meeting 2022

The Shareholders' Nomination Board of SRV Group Plc submits the following proposals to the Annual General Meeting planned to be held on 28 March 2022:

The Nomination Board proposes that five members will be elected to the Board of Directors.

The Nomination Board proposes that present members Heli Iisakka, Timo Kokkila, Hannu Leinonen, Heikki Leppänen and Tomi Yli-Kyyny be re-elected as members of the Board of Directors. In addition, Nomination Board proposes that Tomi Yli-Kyyny be re-elected as the Chairman of the Board of Directors.

All the nominees have given their consent to the position and they are independent of the company and of the company’s significant shareholders except for Timo Kokkila. Timo Kokkila is not independent of the company based on overall evaluation, especially considering his consecutive membership of the Board of Directors for more than 10 years. He is not independent of the company’s significant shareholder AS Pontos Baltic, as he is the CEO of AS Pontos Baltic.

The proposed members of the Board of Directors are presented on SRV’s website: https://www.srv.fi/en/investors/cg/board-of-directors/members-board-directors/.

The Shareholders’ Nomination Board proposes that the remuneration of members of the Board of Directors would remain unchanged and that the following annual fees would be paid:

  • Board Chair, an annual fee of EUR 72,000 (year 2021: EUR 6,000 per month),
  • Vice Chair, an annual fee of EUR 48,000 (year 2021: EUR 4,000 per month),
  • Board member, an annual fee of EUR 36,000 (year 2021: EUR 3,000 per month), and
  • Chair of the Audit Committee, an annual fee of EUR 48,000 (year 2021: EUR 3,000 per month), if he/she does not simultaneously act as Chair or Vice Chair of the Board of Directors.

In addition, the Nomination Board proposes that EUR 700 fee per member per meeting for Board and Committee meetings be paid (year 2021: EUR 700). Travel expenses arising from work for the Board of Directors shall be reimbursed in accordance with the company’s travel policy.

The Nomination Board proposes that the aforementioned annual fees be paid in SRV Group Plc’s shares and in cash, with approximately 40% of the remuneration paid in shares. After the transfer of shares, the remaining amount is to be paid in cash. The company will acquire the shares in the name and on behalf of the Board members. The company is responsible for the costs arising from the acquisition of the shares. The shares are to be acquired within two weeks from the publishing of the interim report for the first quarter of 2022, or as soon as it is possible in accordance with applicable legislation.

As Chairman of the Shareholders’ Nomination Board has acted Ilpo Kokkila (Chairman of the Board of Directors, Pontos Oy) and as members Mikko Mursula (Chief Investment Officer, Ilmarinen Mutual Pension Insurance Company), Timo Ritakallio (President and Group Chief Executive Officer, OP Financial Group) and Tomi Yli-Kyyny (Chairman of the Board of Directors, SRV Group Plc).

 

For further information, please contact:
Ilpo Kokkila, Chairman of SRV Group Plc’s Shareholders’ Nomination Board, tel. +358 (0)400 485 555, ilpo.kokkila@pontos.fi
Anu Tuomola, General Counsel, tel. +358 (0)50 4143 280, anu.tuomola@srv.fi

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www.srv.fi

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SRV in brief
SRV is a developer and innovator in the construction industry. Our objective is a new lifecycle-wise reality where solutions related to construction ensure well-being, financial value and the benefit of users, residents and environment – for years and generations to come. Our genuine cooperation and enthusiasm for our work comes across in every encounter. Sustainability is reflected in all our activities.

Our company, established in 1987, is listed on the Helsinki Stock Exchange. We operate in growth centres in Finland and Russia. In 2020, our revenue totalled EUR 975.5 million. In addition to about 1,000 SRV employees, we employ a network of around 4,200 subcontractors.

SRV – Building for life

 

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