Oriola-KD Corporation Stock Exchange Release 30 January 2013 at 10.30 a.m.
The Nomination Committee of Oriola-KD has today presented to the Board of Directors its recommendation on the proposal to the 2013 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, Mr. Jukka Alho, Mr. Harry Brade, Mr. Per Båtelson, Ms. Outi Raitasuo and Mr. Mika Vidgrén, would be re-elected.
· Mr. Karsten Slotte would be elected as new member of the Board of Directors.
· Mr. Jukka Alho would be elected as Chairman of the Board of Directors.
Mr. Olli Riikkala, chairman of the Board as well as Mr. Pauli Kulvik and Mr. Ilkka Salonen, members of the Board will leave the office of Board of Directors after the 2013 Annual General Meeting.
The Nomination Committee also announces as its recommendation that the following remunerations would be continued to be paid to the members of the Board of Directors:
· Chairman of the Board: annual fee of 48,400 euros and telephone as a fringe benefit.
· Vice chairman of the Board: annual fee of 30,250 euros
· Chairman of the Audit Committee: annual fee of 30,250 euros
· Other members of the Board: annual fee of 24,200 euros
· Attendance fees would be paid as follows: for Board of Directors meetings 800 euros per meeting to the Chairman and 400 euros per meeting to members and for committee meetings 800 euros per meeting for the committee chairman and 400 euros per meeting to members.
· Of the annual fee, 60 per cent would be paid in cash and 40 per cent would be used to acquire Oriola-KD Corporation`s class B-shares for the members of the Board of Directors on the NASDAQ OMX Helsinki Stock Exchange. The shares would be purchased within two weeks from the release of the Interim report January 1 - March 31, 2013 of the company. The shares would be acquired directly on behalf of the members of the Board of Directors, i.e. without the company becoming the owner of the shares first, which is an approved manner to acquire Oriola-KD shares according to the applicable insider rules.
· Travel expenses would be reimbursed in accordance with the travel policy of the company.
The Nomination Committee appointed by the Board of Directors of Oriola-KD on 4 October 2012 consists of Mr. Harry Brade, Mr. Matti Kavetvuo, Mr. Pekka Pajamo, Mr.Olli Riikkala, Mr. Timo Ritakallio and Mr. Into Ylppö as chairman.
Presentation of Mr. Karsten Slotte:
Karsten Slotte, b. 1953, M.Sc (Econ.)
Primary career: Fazer Group, President and CEO 2007- ; Cloetta Fazer AB (publ.), President 2002-2006; Cloetta Fazer Konfektyr AB, Managing Director 2000-2002; Fazer Confectionary, Managing Director 1997-2000
Key positions of trust: Member of the Board of Directors of: Fiskars Corporation (2008-), the Confederation of Finnish Industries (2011-), Varma Mutual Pension Insurance Company (2009-), The Finnish Food and Drink Industries`Federation (2008-), Finnish-Swedish Chamber of Commerce (2003-) and Onninen Oy (2001-).
President & CEO
NASDAQ OMX Helsinki Ltd.
FI-02200 Espoo, Finland