Updated on 17 April 2023
The Board of Directors has established two committees: an Audit Committee and an HR and Nomination Committee. The committees operate in accordance with the standing orders approved by the Board of Directors, and report to the Board. The committees do not have independent power of decision. Their task is to enhance the effectiveness of the Board of Directors by preparing matters for decision by the Board and the General Meeting.
The Audit Committee monitors the Company's financial reporting and prepares matters concerning financial reporting, assessments and risk management for the Board. In order to discharge its tasks, the Audit Committee follows trends in SRV’s financial position, asks questions of the auditors, reviews drafts of the financial statements and interim reports, and monitors the effectiveness of internal control, internal auditing and risk management systems. The Audit Committee also prepares a proposal on remuneration and the election of the Auditor for presentation to the General Meeting.
The Audit Committee comprises 2–3 members whom the Board of Directors elects from amongst its number. The majority of the Committee’s members must be independent of the Company, and at least one member must be independent of the Company’s major shareholders.
Heli Iisakka chaired the Audit Committee in 2023, with the other members being Hannu Leinonen and Matti Ahokas. Heli Iisakka, Hannu Leinonen are Matti Ahokas are independent of the Company and its major shareholders.
The standing orders of the Audit Committee (in Finnish)
HR and Nomination Committee
The HR and Nomination Committee prepares the Board’s proposal to the General Meeting on remuneration policy; matters related to the appointment and remuneration of the President & CEO, the Deputy CEO and other members of the Corporate Executive Team; and matters related to remuneration and incentive schemes for personnel. The committee assesses the activities of senior management, oversees successor planning, plans competence development for management and personnel, and monitors personnel satisfaction and working capacity.
The HR and Nomination Committee comprises 2–3 members whom the Board of Directors elects from amongst its number. The majority of the members of the HR and Nomination Committee must be independent of the Company.
Tomi Yli-Kyyny chaired the HR and Nomination Committee in 2023, with the other members being Hannu Leinonen and Timo Kokkila. Of these members, Hannu Leinonen is independent of the Company and its major shareholders. Timo Kokkila is a major shareholder and is not independent of the Company.