Kemira Oyj, Stock Exchange Release January 15, 2026 at 8.30 am (EET)
The Nomination Board proposes to the Annual General Meeting of Kemira Oyj that
seven members be elected to the Board of Directors and that the present members
Susan Duinhoven, Tina Sejersgård Fanø, Werner Fuhrmann, Matti Lehmus, Annika
Paasikivi, Kristian Pullola and Mikael Staffas be re-elected as members of the
Board of Directors. In addition, the Nomination Board proposes that Annika
Paasikivi be elected as the Chair of the Board of Directors and Susan Duinhoven
elected as the Vice Chair.
All the nominees have given their consent to the position and are independent of
the company and of its significant shareholders except for Annika Paasikivi who
is not independent of a significant shareholder as she acts as the Executive
Chair of the Board of Oras Invest Oy and Oras Invest Oy owns over 10 % of Kemira
Oyj's shares.
Current member of the Board of Directors, Timo Lappalainen, has informed that he
will no longer be available for re-election to the next term of the Board of
Directors. Timo Lappalainen has served in Kemira's Board of Directors since 2014
and as the Chair of the Audit Committee in 2017-2024. The Nomination Board
wishes to thank Timo Lappalainen for his important work at the Board of
Directors and significant contribution to Kemira Oyj during the past twelve
years.
Regarding the selection procedure for the members of the Board of Directors, the
Nomination Board recommends that shareholders take a position on the proposal as
a whole at the Annual General Meeting. This recommendation is based on the fact
that Kemira's shareholders' Nomination Board is separate from the Board of
Directors, in line with a good Nordic governance model. The Nomination Board, in
addition to ensuring that individual nominees for membership of the Board of
Directors possess the required competences, is responsible for making sure that
the proposed Board of Directors as a whole also has the best possible expertise
and experience for the company and that the diversity principles of the company
will be met, and that the composition of the Board of Directors meets other
requirements of the Finnish Corporate Governance Code for listed companies.
The Nomination Board proposes that the remuneration paid to the members of the
Board of Directors will be increased as follows (current remuneration in
parentheses): for the Chair EUR 141,000 per year (EUR 132,000), for the Vice
Chair and the Chair of the Audit Committee EUR 79,000 per year (EUR 74,000), for
the Chair of the Personnel and Remuneration Committee (if the person is not the
Chair or Vice Chair of the Board of Directors) EUR 73,000 per year (EUR 68,000)
and for the other members EUR 61,000 per year (EUR 57,000).
The Nomination Board proposes that a fee payable for each meeting of the Board
of Directors and the Board Committees to be kept at the current level, and a fee
be paid based on the method of participation and place of the meeting as
follows: participating remotely or in a meeting arranged in the member's country
of residence EUR 750, participating in a meeting arranged on the same continent
as the member's country of residence EUR 1,500 and participating in a meeting
arranged in a different continent than the member's country of residence EUR
3,000.
Travel expenses are proposed to be paid according to Kemira's travel policy.
In addition, the Nomination Board proposes to the Annual General Meeting that
the annual fee be paid as a combination of the company's shares and cash in such
a manner that 40 % of the annual fee is paid with the company's shares owned by
the company or, if this is not possible, shares purchased from the market, and
60 % is paid in cash. The shares will be transferred to the members of the Board
of Directors and, if necessary, acquired directly on behalf of the members of
the Board of Directors within two weeks from the release of Kemira's interim
report January 1 - March 31, 2026. The meeting fees are proposed to be paid in
cash.
The Nomination Board has consisted of the following representatives: Ville
Kivelä, Chief Investment Officer of Oras Invest Oy as the Chair of the
Nomination Board; Hanna Kaskela, Senior Vice President, Sustainability and
Communications, Varma Mutual Pension Insurance Company; Rami Vehmas, Head of
Equities, Ilmarinen Mutual Insurance Company and Lisa Beauvilain, Global Head of
Sustainability & Stewardship, Executive Director, Impax Asset Management plc as
members of the Nomination Board and Annika Paasikivi, Chair of Kemira's Board of
Directors, as an expert member.
For more information, please contact:
Ville Kivelä, Chair of the Kemira Nomination Board
Tel. +358 10 2868 100
Kemira Oyj
Kiira Fröberg, Vice President, Investor Relations
Tel. +358 40 760 4258
kiira.froberg@kemira.com
Kemira is a global leader in sustainable chemical solutions for water-intensive
industries. We deliver tailored products and services to improve the product
quality, processes, and resource efficiency of our diverse range of customers.
Our focus is on water treatment, as well as on fiber and renewable solutions -
enabling sustainability transformation for our customers. In 2024, Kemira
reported annual revenue of EUR 2.9 billion with a global team of some 4,700
colleagues. Kemira is listed on the Nasdaq Helsinki www.kemira.com