PROPOSALS BY THE SHAREHOLDERS’ NOMINATION BOARD TO THE ANNUAL GENERAL MEETING 2025 OF ROBIT PLC
ROBIT PLC STOCK EXCHANGE RELEASE 20 JANUARY 2025 AT 14.00 EET
PROPOSALS BY THE SHAREHOLDERS’ NOMINATION BOARD TO THE ANNUAL GENERAL MEETING 2025 OF ROBIT PLC
1. Number of members of the Board of Directors
The Shareholders’ Nomination Board proposes to the AGM 2025 that six (6) members will be elected to the Board of Directors.
2. Composition of the Board of Directors
The current members of Robit Plc’s Board of Directors are Lasse Aho, Mikko Kuitunen, Harri Sjöholm, Kai Telanne, Markku Teräsvasara and Eeva-Liisa Virkkunen.
The Nomination Board proposes to the AGM 2025 that the abovementioned persons be re-elected, exclusive of Lasse Aho, who has informed that he will not be available in the election of the Board in the next AGM. The Nomination Board proposes that Helena Kauppinen (b. 1981, eMBA, BBA, CBM) be elected as the new member of the Board. The resume of Helena Kauppinen is attached to this release.
In addition, the Nomination Board proposes that Markku Teräsvasara be re-elected as the Chair of the Board and Harri Sjöholm be re-elected as the Vice Chair of the Board.
All candidates have given their consent to their election and are independent of the company and its significant shareholders, except for Harri Sjöholm and Helena Kauppinen, who are dependent on a major shareholder. Harri Sjöholm is a major shareholder in Five Alliance Oy, which holds 27,1% percent of Robit Plc’s shares. Helena Kauppinen is CEO and board member of Five Alliance Oy.
The biographical details of the Board Members proposed for re-election can be found at Robit Plc’s website: https://www.robitgroup.com/investor/corporate-governance/board-of-directors/members-of-the-board/
3. Remuneration of the Board of Directors
The Nomination Board proposes to the AGM 2025 that the annual remuneration of the Chairman of the Board of Directors is EUR 60,000, of which 40% is paid in shares and the remaining 60% is withholding tax, which the company withholds and pays to the tax authorities. The annual remuneration of a member of the Board of Directors is EUR 30,000, of which 40% is paid in shares and the remaining 60% is withholding tax, which the company withholds and pays to the tax authorities.
In addition, the Nomination Board proposes that the members and Chairman of the Board of Directors will be paid for Board and Committee meetings a meeting fee of EUR 500 per meeting attended by them. In addition, travel, accommodation, and other expenses are reimbursed.
The annual remuneration for the entire term of office will be paid to the members and Chairman of the Board of Directors in December 2025. The shares that form part of the remuneration payable to the Chairman of the Board and to the Board members can be new shares issued by the company or shares acquired thereby pursuant to an authorization provided to the Board of Directors by the General Meeting. The receiver of the remuneration will pay the applicable transfer tax.
4. Composition of the Shareholders’ Nomination Board
The Chair of the Shareholders’ Nomination Board, which prepared the proposals for the AGM 2025, is Timo Sallinen, Director of Listed Securities at Varma Mutual Pension Insurance Company. Other members include Harri Sjöholm, Chair of the Board of Five Alliance Oy; Jukka Vähäpesola, Head of Equities at Elo Mutual Pension Insurance Company; and Markus Lindqvist, Director, Sustainability at Aktia Bank Plc.
The proposals of the Nomination Board will be included in the notice to convene the Annual General Meeting.
ROBIT PLC
Further information:
Timo Sallinen, Chair, Robit Plc’s Shareholders’ Nomination Board
+358 40 5439 587
timo.sallinen@varma.fi
Distribution:
Nasdaq Helsinki Ltd
Key media
www.robitgroup.com
Robit is the expert focused on high quality drilling consumables for mining and construction markets globally to help you drill Further. Faster. Robit strives to be world number one company in drilling consumables. Through our high and proven quality Top Hammer, Down the Hole and Geotechnical products, and our expert services, we deliver saving in drilling costs to our customers. Robit has its own sales and service points in six countries and an active distributor network through which it sells to more than 100 countries. Robit’s manufacturing units are located in Finland, South Korea, and the UK. Robit’s shares are listed on Nasdaq Helsinki Ltd. Further information is available at www.robitgroup.com.
Attachment:
Resume of the new candidate to the Board of Directors – Helena Kauppinen