Other information disclosed according to the rules of the Exchange 13.1.2025

Gofore’s Shareholders’ Nomination Board’s proposals to the Annual General Meeting 2025

Gofore Plc
Other information disclosed according to the rules of the exchange
13 January 2025 at 11.30 a.m.
 

Gofore’s Shareholders’ Nomination Board’s proposals to the Annual General Meeting 2025

Gofore Plc’s Shareholders’ Nomination Board presents the following proposals to the Annual General Meeting 2025:

Number of members and composition of the Board of Directors 

The Shareholders’ Nomination Board proposes to the Annual General Meeting 2025 that the number of members of the Board of Directors shall be confirmed to be six (6), and that Mammu Kaario, Piia-Noora Kauppi, Antti Koskelin, Timur Kärki, Matti Saastamoinen ja Sami Somero be re-elected as members of the Board of Directors for the term ending at the end of the Annual General Meeting of 2026. All nominees have given their consent to the election. The Nomination Board proposes that the Board of Directors be elected as a whole. 

All nominees are independent of the company and its significant shareholders, except for Timur Kärki, who is dependent of the company and its significant shareholders, and for Matti Saastamoinen, who is dependent of the company. Kärki is the largest shareholder of the company and has acted as an advisor in a service relationship with the company until 2023. Saastamoinen is an employee of the company.  

Remuneration of the Board of Directors 

The Nomination Board proposes to the Annual General Meeting 2025 that the members of the Board of Directors be paid as follows:

  • Chairman of the Board of Directors: Monthly remuneration of EUR 6,000.
  • Other members of the Board of Directors: Monthly remuneration of EUR 3,000.
  • Fees payable to the members of the Board of Directors for each Committee meeting: The Chair of Committee will be paid a fee of EUR 800 for each meeting, and other members of Committee will be paid a fee of EUR 400 for each meeting.
  • Furthermore, all members of the Board of Directors will be compensated for travel expenses in accordance with the company’s travel policy against receipt. 

The suggested remuneration is as last year.

Composition of the Shareholders’ Nomination Board 

The composition of the Nomination Board preparing the proposal for the Annual General Meeting 2025 is the following:  

  • Timur Kärki, appointed by Timur Kärki 
  • Petteri Venola, appointed by Petteri Venola 
  • Mika Varjus, appointed by Mika Varjus 
  • Sami Somero, appointed by Gofore Plc’s Board of Directors

All proposals made by the Nomination Board were unanimous. 

The Annual General Meeting of Gofore Plc made the decision to establish the Shareholders’ Nomination Board on 29 April 2020. The Nomination Board has four members and three of those members are representatives appointed by the three largest shareholders, and one member is a board member appointed by the company’s Board of Directors from amongst themselves. 

The Nomination Board’s proposals will be included in the notice to convene the Annual General Meeting to be published at a later date. 

Further information:  
Timur Kärki, Chairman of the Board of Directors, Gofore Plc 
tel. +358 40 828 5886   
timur.karki@gofore.com  

About Gofore Oyj

Gofore is an international digital transformation consultancy with Finnish roots. We have over 1,400 impact-driven people in 19 locations across Finland, Germany, Austria, Spain, and Estonia. With our technology and business expertise we build an equal digital society and create sustainable solutions for the intelligent industry. Our diverse group of professionals shares a pioneering ambition to create a more humane, sustainable and ethical digital world. Our values guide our business: Gofore is a great workplace that thrives on customer success. In 2023, our net sales amounted to EUR 189.2 million. Gofore Plc’s share is listed on the Nasdaq Helsinki Ltd. in Finland. Our vision is to be the most significant digital transformation consultancy in Europe. Learn to know us better at gofore.com

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