DNA Shareholders' Nomination Committee's proposal for the Annual General Meeting 2019


DNA PLC STOCK EXCHANGE RELEASE 21 January 2019 11:30 am (EET)

The Shareholders' Nomination Committee has submitted a proposal regarding Board members and their remuneration to DNA's Annual General Meeting taking place on 28 March 2019.

Number of Board members

The Shareholders' Nomination Committee proposes to the Annual General Meeting of DNA Plc that the number of Board members be seven.

Composition of the Board of Directors

The Shareholders' Nomination Committee proposes to the Annual General Meeting the re-election of the current Board members Pertti Korhonen, Anu Nissinen, Tero Ojanperä, Jukka Ottela and Kirsi Sormunen. In addition, the Nomination Committee proposes Anni Ronkainen and Ted Roberts to be elected to the Board of Directors as new members. All persons proposed to be nominated to the Board have given their consent to being nominated.

Anni Ronkainen (b. 1966, M.Sc. Economics) has worked as the Chief Digital Officer of Kesko Corporation since 2015. Before that, she was the Country Manager of Google Finland Ltd. Anni Ronkainen has strong expertise in marketing and digital customer experience. She is independent of the company and major shareholders.

Ted Roberts (b. 1974, M.Sc. in Technology) is the CEO of Realstocks Oy and board member of Finda Telecoms Oy. Roberts has long experience from the financial sector, for example, from international banks and investment activities, and as an equity analyst. Ted Roberts is independent of the company, non-independent of major shareholders.

Furthermore, the Nomination Committee proposes that Pertti Korhonen continue as the Chairman of the Board of Directors.

The CVs of the proposed new members of the Board are available on DNA's website: www.dna.fi/agm. Background information on the other proposed members of the Board is available on DNA's website: www.dna.fi/board.

Remuneration of the Board of Directors

The Shareholders' Nomination Committee proposes that the remuneration of the Board of Directors remain unchanged. The Nomination Committee proposes that the Chairman of the Board be paid annual remuneration of EUR 144,000 and the members EUR 48,000. It is proposed that the meeting fee paid for Board meetings be EUR 1,050 per meeting. The proposed meeting fee per meeting of the Board's permanent committees is EUR 1,050 for the committee chairs and EUR 525 for each committee member.

The Nomination Committee recommends that each member of the Board annually spend 40% of their annual remuneration, net of withholding tax, for the purchase of the company's shares until the value of their shareholding corresponds to the gross amount of the annual remuneration.

Shareholders' Nomination Committee

The Nomination Committee consists of three members appointed by the shareholders. The members of the Nomination Committee are Tommi Aurejärvi (Chairman, appointed by Finda Telecoms Oy), Seppo Vikström (appointed by PHP Holding Oy) and Esko Torsti (appointed by Ilmarinen Mutual Pension Insurance Company). In addition, the Chairman of DNA's Board of Directors participates in committee work in an expert capacity.

The three shareholders entered in the company's shareholders' register maintained by Euroclear Finland Ltd, whose portion of the votes produced by all the shares in the company according to the shareholders' register are the greatest on 1 September, shall have the right to appoint members representing shareholders.

Further information:

Tommi Aurejärvi, Chairman of the Shareholders' Nomination Committee, tel. +358 (0)50 1973
Marja Mäkinen, Head of IR, DNA Plc, tel. +358 (0)44 044 1262, marja.makinen@dna.fi 

DNA Plc is a Finnish telecommunications group providing high-quality voice, data and TV services for communication, entertainment and working. DNA is Finland's largest cable operator and the leading pay TV provider in both cable and terrestrial networks. For DNA, the key area for growth in corporate business is the new way of working, independent of time and place, facilitated by smart terminal devices, diverse communications services and rapid connections. In 2017, DNA recorded net sales of EUR 886 million and an operating profit of EUR 124 million. DNA has more than 4 million subscriptions in its fixed and mobile communications networks. The Group also includes DNA Store, Finland's largest retail chain selling mobile phones. DNA shares are listed on Nasdaq Helsinki Ltd. For more information, visit www.dna.fi or follow us on Twitter @DNA_fi and Facebook.