STORA ENSO OYJ STOCK EXCHANGE RELEASE 16 January 2026 at 16:45 EET
The Shareholders' Nomination Board, established by Stora Enso's Annual General
Meeting (AGM), will propose to the AGM planned to be held on 24 March 2026 that
the Company's Board of Directors shall have eight (8) members.
The Shareholders' Nomination Board proposes that of the current members of the
Board of Directors, Håkan Buskhe, Helena Hedblom, Astrid Hermann, Christiane
Kuehne, Richard Nilsson, Elena Scaltritti and Antti Vasara be re-elected members
of the Board of Directors until the end of the following AGM and that Jouko
Karvinen be elected new member of the Board of Directors for the same term of
office.
Kari Jordan, currently Chair of the Board, and Reima Rytsölä have announced that
they are not available for re-election to the Board of Directors.
“I thank Kari for serving four years as a member of the Board of Directors and
especially for the last three years as Chair. During his time as Board Chair,
Stora Enso has renewed its leadership, turned around and improved financial
performance, executed major growth investments and taken significant steps to
strengthen its balance sheet. Furthermore, the Company's strategic focus and
direction have been clarified to maximise value creation. I also thank Reima for
his contributions during three years on the Board of Directors,” says Marcus
Wallenberg, Chair of the Shareholders' Nomination Board.
The Shareholders' Nomination Board proposes that Håkan Buskhe be elected Chair
and Jouko Karvinen be elected Vice Chair of the Board of Directors.
“I welcome Jouko to join the Board. Håkan's proposed nomination as Board Chair
and Jouko's as Vice Chair reflect both continuity and endorsement of the
strategic direction as well as strong owners' commitment and engagement,”
continues Marcus Wallenberg.
Jouko Karvinen, born in 1957, Finnish citizen with a Master of Science in
Engineering (M.Sc. Eng.), is Chair of the Board of Solidium. He has an extensive
industrial experience from executive and leading roles in global companies.
These include acting as the CEO of Stora Enso (2007-2014), CEO of Philips
Medical Systems Division (2002-2006), Executive Vice President & Head of the
Automation technology Products Division at ABB Group (2000-2002) as well as
several prior leadership roles in the ABB Group. He further has an extensive
board professional background with previous roles including the Chair, Vice
Chair or member of the Board of, amongst others, Finnair, Nokia, SKF and Valmet.
Currently, he is a Board Member of Heritage Foundation Opportunity Corporation
or HFOC, an investment management company owned by the province of Alberta,
Canada. Jouko Karvinen is independent of the Company but not of its shareholders
due to his position as Chair of the Board of Solidium. Currently, he does not
own shares in Stora Enso.
With regard to the selection procedure for the members of the Board of
Directors, the Shareholders' Nomination Board recommends that shareholders take
a position on the proposal as a whole at the General Meeting. This
recommendation is based on the fact that at Stora Enso, in line with a good
Nordic governance model, the Shareholders' Nomination Board is separate from the
Board of Directors.
The Shareholders' Nomination Board, in addition to ensuring that individual
nominees for membership of the Board of Directors possess the required
competences, is also responsible for making sure that the proposed Board of
Directors as a whole has the best possible expertise and experience for the
company and that the composition of the Board of Directors also meets other
requirements of the Finnish Corporate Governance Code for listed companies.
The Shareholders' Nomination Board proposes to the AGM that the annual
remuneration for the Chair, Vice Chair and members of the Board of Directors be
maintained at the 2025 level and be paid as follows:
Board of Directors
Chair EUR 221,728
Vice Chair EUR 125,186
Members EUR 85,933
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% is 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 of the publication of the
interim report for the period 1 January 2026-31 March 2026 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 further proposes that the annual remuneration
for the members of the Financial and Audit Committee, the People and Culture
Committee and the Sustainability and Ethics Committee be maintained at the 2025
level and be paid as follows:
Financial and Audit Committee
Chair EUR 23,976
Members EUR 16,868
People and Culture Committee
Chair EUR 11,988
Members EUR 7,214
Sustainability and Ethics Committee
Chair EUR 11,988
Members EUR 7,214
In 2025-2026, the Shareholders' Nomination Board comprised four members: Kari
Jordan (Chair of the Board), Håkan Buskhe (Vice Chair of the Board) and two
other members appointed by the two largest shareholders, namely Matts Rosenberg
(Solidium Oy) and Marcus Wallenberg (FAM AB). Until 18 December 2025, Solidium
was represented by Jouko Karvinen. 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 2026 concerning Board members and their remuneration. The
Shareholders' Nomination Board convened six times during its 2025-2026 working
period. Each member of the Shareholders' Nomination Board attended all the
meetings. Kari Jordan and Håkan Buskhe did not participate in the preparation of
or decision on remuneration.
The forest is at the heart of Stora Enso, and we believe that everything made
from fossil-based materials today can be made from a tree tomorrow. We are the
leading provider of renewable products in packaging, biomaterials, and wooden
construction, and one of the largest private forest owners in the world. Stora
Enso has approximately 19,000 employees and our sales in 2024 were EUR 9
billion. Stora Enso shares are listed on Nasdaq Helsinki Oy (STEAV, STERV) and
Nasdaq Stockholm AB (STE A, STE R). In addition, the shares are traded in the
USA on OTC Markets (OTCQX) as ADRs and ordinary shares (SEOAY, SEOFF,
SEOJF).storaenso.com/investors (http://www.storaenso.com/investors/)
STORA ENSO OYJ
For further information, please contact:
Hanna Rutanen
SVP Communications
tel. +358 41 507 1361
Jutta Mikkola
SVP Investor Relations
tel. +358 50 544 6061