Proposals of the Shareholders’ Nomination Board of Oriola Corporation concerning the Board of Directors to be elected by the 2023 Annual General Meeting

Oriola Corporation Stock Exchange Release 12 January 2023 at 10 a.m.

Proposals of the Shareholders’ Nomination Board of Oriola Corporation concerning the Board of Directors to be elected by the 2023 Annual General Meeting

Oriola’s Shareholders’ Nomination Board has presented its proposal to the 2023 Annual General Meeting concerning the composition of the Board of Directors as follows:

• The number of members of the Board of Directors would be six
• The present members of the Board of Directors Eva Nilsson Bågenholm, Nina Mähönen and Harri Pärssinen would be re-elected
• Ellinor Persdotter Nilsson, Yrjö Närhinen and Heikki Westerlund would be elected new members of the Board of Directors
• Heikki Westerlund would be elected Chairman of the Board of Directors

The Nomination Board has assessed all candidates to the Board of Directors to be independent of the company and its major shareholders.

Current members of the Board of Directors Panu Routila, Juko-Juho Hakala and Lena Ridström, have informed the Nomination Board that they are not available for re-election to the Board of Directors.

The Nomination Board also proposes to the 2023 Annual General Meeting that the remunerations would remain unchanged and be paid to the members of the Board of Directors as follows:

• Chairman of the Board: fee for term of office of 60,000 euros
• Vice chairman of the Board: fee for term of office of 36,000 euros
• Chairman of the Audit Committee: fee for term of office of 36,000 euros
• Other members of the Board: fee for term of office of 30,000 euros
• Attendance fees would be paid as follows:
  • for Board of Directors meetings 1,000 euros per meeting to the Chairman for meetings held in the Chairman’s home country and 2,000 euros for meetings held elsewhere
  • 500 euros per meeting to other members of the Board for meetings held in the home country of the respective member and 1,000 euros for meetings held elsewhere
  • for committee meetings 1,000 euros per meeting for the committee chairman meetings held in the chairman’s home country and 2,000 euros for meetings held elsewhere and
  • 500 euros per meeting to committee members for meetings held in the home country of the respective committee member and 1,000 euros for meetings held elsewhere.
• Of the fees for term of office, 40 per cent would be paid in Oriola Corporation's class B-shares and 60 per cent would be paid in cash
• Travel expenses would be reimbursed in accordance with the travel policy of the company

The Board of Directors of Oriola will include these proposals of the Nomination Board in the notice of the 2023 Annual General Meeting.

Oriola’s Shareholders’ Nomination Board consists of: Pekka Pajamo (Senior Vice-President, Finance, Varma Mutual Pension Insurance Company) as chairman and Peter Immonen (Chairman of the Board of Directors of WIP Asset Management Oy, member of the Board of Directors of Mariatorp Oy and Wipunen varainhallinta Oy), Annika Ekman (Head of Direct Equity Investments, Ilmarinen Mutual Pension Insurance Company), Timo Maasilta (Chairman of the Board of Directors of Maa- ja vesitekniikan tuki ry.), Into Ylppö (M.Sc. [Econ.]) and Panu Routila (Chairman of the Board of Directors of Oriola) as an expert member.

Presentation of Ellinor Persdotter Nilsson:

Ellinor Persdotter Nilsson (b. 1979, Swedish citizen, M.Sc. [Econ.]) has acted as Musti Group Plc’s Chief Commercial Officer since 2018. Previously she has held several different positions at ICA Group, the latest being Business Area Manager. Nilsson also acts as a member of the Board in Geia Food A/S.

Presentation of Yrjö Närhinen:

Yrjö Närhinen (b. 1969, Finnish citizen, B.Sc. [Business Admin.]) is a board professional, investor and advisor, i.a. as Senior Advisor in EQT Group and Norvestia. Prior to this Närhinen served as CEO of Terveystalo Oyj 2010-2019. Närhinen served as the Managing Director of Hartwall AB 2006-2009. Before Hartwall Närhinen had a long career within Procter & Gamble, for example as CEO of the Finnish and Norwegian units. Närhinen currently serves as the Chairman of the Board of Ambea AB (publ), Vice Chairman of the Board of NoHo Partners Oyj and member of the board in Avonova AS.

Presentation of Heikki Westerlund:

Heikki Westerlund (b. 1966, Finnish citizen, M.Sc. [Econ.]) is a board professional and investor. He currently serves as the Chairman of the Board of Aspo Plc and member of the board in i.a. Oras Invest Oy, Kemppi Oy, Duuri Group Oy and Marinetek Group Oy. He has previously among other things served as the CEO of CapMan Plc. 2005-2009 and 2013-2017 as well as the Chairman of the Board of Orion Corporation, Norvestia Plc and CapMan Plc.

Oriola Corporation

Further information:

Pekka Pajamo
Chairman of the Shareholders’ Nomination Board
e-mail: [email protected]

Petter Sandström
General Counsel, secretary to the Board of Directors
tel. +358 10 429 5761
e-mail: [email protected]

Distribution:
Nasdaq Helsinki Ltd
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Released by:
Oriola Corporation
Corporate Communications
Orionintie 5
FI-02200 Espoo
www.oriola.com