Stora Enso Oyj's Nomination Board Proposals for 2025 AGM

Proposals of the Shareholders' Nomination Board

The Shareholders' Nomination Board has been tasked with preparing proposals for Stora Enso's upcoming Annual General Meeting (AGM). With a focus on enhancing leadership and governance, these proposals play a crucial role in shaping the company's future direction.

Composition of the Board of Directors

For the AGM, it is proposed that the Company’s Board of Directors comprise nine (9) members. The Nomination Board intends to re-elect the current members Håkan Buskhe, Helena Hedblom, Astrid Hermann, Kari Jordan, Christiane Kuehne, Richard Nilsson, and Reima Rytsölä, maintaining their valuable expertise until the end of the next AGM.

Adding to the existing team, Elena Scaltritti and Antti Vasara are nominated as new members, bringing fresh perspectives and diverse experiences essential for the Board’s expanding responsibilities.

Leadership Roles

Among the key proposals is the election of Kari Jordan as Chair and Håkan Buskhe as Vice Chair of the Board of Directors, a decision influenced by their proven leadership and comprehension of sustainable business practices.

Farewell to a Respected Member

Elisabeth Fleuriot, a significant contributor to the Board since 2013 and a member of the Financial and Audit Committee since 2019, has opted not to stand for re-election. Her departure is met with gratitude for her invaluable contributions to Stora Enso, as highlighted by Kari Jordan, who acknowledged her commitment and expertise.

Experience of New Board Candidates

Elena Scaltritti, born in 1972, carries a wealth of experience from the chemical and technology sectors, currently serving as the Chief Commercial Officer at Topsoe, where she emphasizes innovation and sustainable development.

Antti Vasara, a seasoned executive since 1965, brings extensive leadership capabilities from the technology and telecommunications fields. He currently heads VTT and is actively involved in various boards, enhancing Stora Enso’s strategic insight.

Governance and Remuneration Model

The Shareholders' Nomination Board advocates for a collective approach to voting on the proposal, adhering to Nordic governance standards. Their objective is to ensure that the Board collectively embodies exceptional expertise and is equipped to navigate Stora Enso's future challenges.

The Nomination Board also recommends a 3% increase in remuneration for the Chair, Vice Chair, and members of the Board of Directors, structured as follows:

Board of Directors
Chair: EUR 221,728
Vice Chair: EUR 125,186
Members: EUR 85,933

Share Remuneration Proposal

In line with best practices, 40% of the Board’s remuneration will be distributed in Stora Enso shares, with the balance in cash. This will reinforce alignment between the Board’s performance and shareholder interests, with shares acquired within two weeks of the interim report publication for Q1 2025.

Committee Remuneration Updates

Further proposals include a remuneration increase for members of the Financial and Audit Committee, People and Culture Committee, and Sustainability and Ethics Committee, effective 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

Nomination Process and Conclusion

The Shareholders' Nomination Board consisted of four members during its working period, guiding the AGM proposals. This board focuses not only on individual competence but also on ensuring the Board leads with a collective strength that aligns with governance requirements.

Stora Enso, as part of the global bioeconomy, stands as a frontrunner in renewable products comprising packaging, biomaterials, and wooden construction, with around 20,000 employees contributing to its EUR 9.4 billion sales in recent times.

Frequently Asked Questions

What major changes are proposed for the Board of Directors?

The Nomination Board proposes re-electing seven current members and adding two new members to create a total of nine members.

Who are the new nominees for the Board?

Elena Scaltritti and Antti Vasara are nominated for positions on the Board of Directors.

How has Elisabeth Fleuriot contributed to Stora Enso?

Elisabeth Fleuriot has been with the Board since 2013 and served on the Financial and Audit Committee, recognized for her valuable insights.

What is the proposed remuneration increase for Board members?

The remuneration for the Chair, Vice Chair, and members is proposed to increase by 3%, with specific amounts outlined for each role.

What is Stora Enso's role in the bioeconomy?

Stora Enso is a leader in renewable products, contributing significantly to the packaging and biomaterials sectors and positioning itself as a major player in sustainable construction practices.

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