Board of Directors

Board of Directors

The Board of Directors is in charge of the company’s management and of organising the operations as appropriate. The Board validates the principles concerning the company’s strategy, organisation, accounting and financial control and appoints the company’s CEO. The Board has confirmed the written agenda for its work, which determines the matters that should be handled by the board. The CEO is responsible for executing the company’s strategy and managing current matters in accordance with the instructions and regulations issued by the Board.

According to the company’s articles of association, the Board of Directors has at least three actual members, with seven being the maximum. The annual general meeting will make the decision concerning the board members and their number. The Board will elect a chair from among its members during its term of office. The term of office of the board members will end at the end of the annual general meeting that comes first after the election.

In addition, the Board of Directors has established an Audit Committee, Remuneration Committee and a Shareholders’ Nomination Board to assist the Board of Directors in the preparation and management of its duties and responsibilities.

Remuneration Committee

The Remuneration Committee consists of the following members: Timur Kärki (Chair), Mammu Kaario and Juha Eteläniemi.

Audit Committee

The Audit Committee consists of the following members: Mammu Kaario (Chair), Piia-Noora Kauppi and Sami Somero.

Management holdings

TIMUR KÄRKI

CHAIRMAN OF THE BOARD OF DIRECTORS; CHAIRMAN OF THE REMUNERATION COMMITTEE, M.SC. (TECH.), BORN 1971

Timur Kärki has served as member and Chairman of the Board of Directors since 2019. Kärki served as CEO of the company during 2010–2019 and as Head of Project Management during 2002–2010. Previously, Kärki worked as Chief Technology Officer at Wireless Artificial Intelligence Services Ltd during 2001–2002, as Production Manager and Senior Software Specialist at Tietovalta Ltd / TJ Group Plc during 1999–2001, and as Expert for Sonera Oy during 1997–1999. Kärki has been a member of the Board of Directors of Ilves-Hockey Oy since 2017. In addition, Kärki has previously acted as member of the Board of Directors at VMP Plc in 2019 and in Navakka Group Oy during 2019–2020.

Kärki is not independent in relation to the company or its significant shareholders because he is the company’s largest shareholder and served as the company’s CEO from 2010 to 2019.

MAMMU KAARIO

CHAIRMAN OF THE AUDIT COMMITTEE, LAWYER TRAINED ON THE BENCH AND MBA, BORN 1963

Mammu Kaario has been a member of the Board of Directors of the company since 2020. Kaario acted as CEO of Partnera Oy during 2016–2017, as Investment Director at Korona Invest Oy during 2011–2016, as Partner at Unicus Oy during 2005–2010 and Partner at Conventum Corporate Finance Oy during 2002–2005. Kaario has acted as vice Chairman of the Board at Robit Plc and CapMan Plc since 2017, Aspo Plc since 2012 and Ponsse Plc since 2010, member of the Board of Directors at Ilmastorahasto Oy since 2021, Sibelius-Akatemian tukisäätiö and investment committee of the University of the Arts Helsinki since 2020, Nordic ID Plc and Urhea-halli Oy since 2019, Lapti Group Oy since 2018, Makai Holding Oy since 2005, as well as deputy Board member at Tosuka Holding Oy since 1998. Previously, Kaario acted as the Chairman of the Board of Directors at PerusTerveys Suomi Oy during 2017–2020 and Pilke päiväkodit Oy during 2012–2016. In addition, Kaario has previously acted as member of the Board on SstatzZ Oy during 2015–2020, Suomen Hoivatilat Plc during 2016–2018, Invalidiliiton Asumispalvelut Oy during 2012–2015, Enfo Oyj during 2010–2015, Finnish Business Angels Network ry during 2011–2012, Epec Oy and Unicus Oy during 2010–2011 as well as Esperi Care Oy during 2006–2010.

Independent member.

PIIA-NOORA KAUPPI

MEMBER OF THE AUDIT COMMITTEE, LLM., BORN 1975

Piia-Noora Kauppi has been a member of the Board of Directors of the company since 2021. Kauppi has served as the Managing Director of Finance Finland since 2009. Prior to that, Kauppi served e.g. as a member of the European Parliament and several Parliament committees from 1999 to 2008 and as the Head of the Finnish delegation in the European Parliament’s EPP-ED group from 2004 to 2008. Kauppi serves as a member on the boards of e.g.: UPM Kymmene Corporation, SOS-Lapsikyläsäätiö (Chair of the Board) and the Finnish Financial Ombudsman Bureau FINE.

Independent member.

SAMI SOMERO

MEMBER OF THE REMUNERATION AND AUDIT COMMITTEES AND THE SHAREHOLDERS’ NOMINATION BOARD, MASTER OF ARTS, BORN IN 1975

Sami Somero has been a member of Board of Directors of the company since 2014. Somero is a private investor and board member of several growth companies. Somero has been CEO of Nurmiranta Holdings Ltd since 2010 and CEO of Central Office Finland Ltd since 2011. Somero previously served as COO of Cybercom Finland Oy during 2008–2010 and in business director positions at Almare and Plenware Groups during 1999–2008. Somero has served as Chairman of the Board of Haarla Group Oy since 2021, Haarla Oy since 2019, Tamturbo Plc since 2011 and Nurmiranta Holdings Ltd since 2002. In addition, Somero has been member of the Board in Radientum Oy since 2020, in Varaani Works Oy since 2018, in Shoop Commerce Oy since 2015, in 7bros Ltd since 2014 and in Anders Innovations Oy, Central Office Finland Ltd, Taipuva Consulting Ltd and VividWorks Ltd since 2011. Somero has previously acted as Chairman of the Board in Lean Entries Oy in 2018–2021 and member of the Board in Bon Games Oy in 2018–2020, Nonono.io Oy during 2015–2019, Leadin Oy in 2015–2017 as well as on the Boards of the Almare and Plenware groups during 1999–2008.

Independent member.

 

JUHA ETELÄNIEMI

A MEMBER OF THE REMUNERATION COMMITTEE, BACHELOR OF BUSINESS ADMINISTRATION, BORN 1977

Juha Eteläniemi has been a member of the Board of Directors of the company since 2020. Eteläniemi has been working as CIO for Oy Karl Fazer Ab since 2019. Previously, Eteläniemi has worked in managerial duties for digital and information technology management at OpusCapita Solutions Oy during 2016–2019 and Citycon Oyj during 2011–2016.

Independent member.