HELSINKI, FINLAND--(Marketwire - Jan 11, 2013) - Metso Corporation's stock exchangerelease on January 11, 2013 at 11.00 a.m.local time
The Nomination Board established by Metso's Annual General Meetingproposes tothe next Annual General Meeting, which is planned to be held on March 28,2013,that the number of Board of Directors members is eight.
Proposal for the composition of Board of Directors
The Nomination Board proposes to the Annual General Meeting that JukkaViinanen,Mikael von Frenckell, Christer Gardell, Ozey K. Horton, Jr., ErkkiPehu-Lehtonen, Pia Rudengren and Eeva Sipilä would be re-elected asmembers of theBoard of Directors. It is proposed to elect Jukka Viinanen as Chairmanof theBoard of Directors and Mikael von Frenckell as Vice-Chairman of theBoard ofDirectors.
In addition, the Nomination Board proposes to elect Mikael Lilius asa newmember of the Board of Directors.
Mikael Lilius, B.Sc. (Econ), born 1949, is the Chairman of theBoard ofDirectors of Wärtsilä Corporation since 2011 (Board membersince 2010), theChairman of the Board of Directors of Huhtamäki Oyj since 2005(Board member1999-2004), the Chairman of the Board of Directors of AMBEA AB since 2011and amember of the Board of Directors of Aker Solutions A/S since 2009 and EvliBankLtd since 2010. Mr. Lilius has been the President and CEO of FortumOyj in2000-2009, the President and CEO of Gambro AB in 1998-2000, thePresident andCEO of Incentive AB in 1991-1998, the President and CEO of KFIndustri AB(Nordico) in 1989-1991 and worked in various management positions inHuhtamäkiOyj during the period 1981- 1989 such as the President of the PackingDivisionof Huhtamäki in 1986-1989.
Proposal on Board of Directors' remuneration
The Nomination Board proposes to the Annual General Meeting that themembers ofthe Board of Directors to be elected for a term of office ending at theend ofthe Annual General Meeting of 2014 would be paid the followingannualremuneration: Chairman of the Board of Directors EUR 100,000;Vice-Chairman ofthe Board of Directors and the Chairman of the Audit Committee EUR60,000; andother members of the Board of Directors EUR 48,000 each. The NominationBoardfurthermore proposes that for each meeting of the Board of Directorsor itscommittees a fee of EUR 700 would be paid to the members of the Boardthatreside in the Nordic countries, a fee of EUR 1,400 would be paid to themembersof the Board that reside in other European countries and a fee of EUR2,800would be paid to the members of the Board that reside outsideEurope. TheNomination Board proposes that as a condition for the annualremuneration themembers of the Board of Directors are obliged, directly based on theGeneralMeeting's decision, to use 40% of the fixed annual remuneration forpurchasingMetso Corporation shares from the market at a price formed in publictrading andthat the purchase will be carried out within two weeks from thepublication ofthe interim review for the period January 1, 2013 to March 31, 2013.
Metso's Board of Directors will include these proposals into the noticeof theAnnual General Meeting, which will be published later.
The Nomination Board notes that a personnel representative willparticipate asan external expert in the Metso Board meetings also in the next Boardtermwithin the limitations imposed by the Finnish law. The new Board ofDirectorswill invite the personnel representative as its external expert initsorganizing meeting after the Annual General Meeting.
The Nomination Board
Kari Järvinen (Managing director, Solidium Oy) acted as theChairman of theNomination Board established by Metso's Annual General Meeting. Themembers ofthe Nomination Board were Lars Förberg (Managing Partner, CevianCapital), HarriSailas (President and CEO, Ilmarinen Mutual Pension Insurance Company) andMattiVuoria (President and CEO, Varma Mutual Pension Insurance Company). TheChairmanof Metso Corporation's Board of Directors, Jukka Viinanen, servedas theNomination Board's expert member.
Metso is a global supplier of technology and services to customers in theprocess industries, including mining, construction, pulp and paper, power,andoil and gas. Our 30,000 professionals based in over 50 countries deliversustainability and profitability to customers worldwide. Expect results.
VP, Investor Relations
NASDAQ OMX Helsinki Ltd
This announcement is distributed by Thomson Reuters on behalf ofThomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Metso Corporation via Thomson Reuters ONE
- Board & Management Changes
Senior Vice President
tel. +358 20 484 3240