The Board is assisted by the Audit Committee and the Nomination and Compensation Committee.
Both Committees were first formed in 2004.
Audit Committee
The Board shall appoint the members and the Chairman of the Audit Committee from among its members. The Audit Committee shall have at least three (3) non-executive Board members that are independent of and not affiliated with the Company. At least one member must be independent of significant shareholders.
The Audit Committee assists the Board in its responsibilities relating to the appropriate arrangement of the control of Company accounts and finances pursuant to the Companies Act. The tasks and responsibilities of the Committee are defined in its Charter, which is based on a Board resolution.
Under its charter, the Audit Committee shall meet at least four times a year. The Chairman shall present a report on each Audit Committee meeting to the Board.
The Board’s Audit Committee comprised the following four (4) members:
Mr. Svante Adde (Chairman),
Mr. Tapani Järvinen (member),
Ms. Malin Persson (member) and
Mr. Mikael Silvennoinen (member).
All the members of the Audit Committee are deemed to be independent of the Company and its significant shareholders. All members have sufficient corporate management expertise. In addition, Mr. Svante Adde and Mr. Mikael Silvennoinen have a degree in business administration and/or economics.
The Audit Committee convened four (4) times in 2012, and the average attendance of members at meetings was 100.0 percent. The attendance of members at meetings is shown in the table on Board meetings.
Nomination and Compensation Committee
The Board shall appoint the members and the Chairman of the Nomination and Compensation Committee from among its members. The Nomination and Compensation Committee shall have 3 - 4 non-executive Board members, the majority of whom shall be independent of the Company.
The Committee shall prepare matters related to things such as the appointment of the members of the Board of Directors, President and CEO and other senior management, evaluate the President and CEO's performance and remuneration, and make recommendations on the Company's incentive compensation plans. The Committee’s tasks and responsibilities are defined in its Charter, which is based on a Board resolution.
The Nomination and Compensation Committee shall meet at least once a year. The Chairman shall present a report on each Nomination and Compensation Committee meeting to the Board.
The Board’s Nomination and Compensation Committee comprises the following four (4) members:
Mr. Bertel Langenskiöld (Chairman)
Mr. Stig Gustavson (member),
Mr. Matti Kavetvuo (member), and
Ms. Nina Kopola (member)
Mr. Stig Gustavson is deemed to be dependent on the Company, while all other members are independent of the Company.
With the exception of Mr Bertel Langenskiöld all other members are independent of significant shareholders of the company. Mr Langenskiöld is not independent of significant shareholders of the company based on his current position as the Managing Director of Hartwall Capital Oy Ab. HTT KCR Holding Oy Ab holds more than 10 percent of Konecranes Plc’s shares and votes. HTT KCR Holding Oy Ab is a subsidiary of Hartwall Capital Oy Ab. In addition, HTT KCR Holding Oy Ab, K. Hartwall Invest Oy Ab, Fyrklöver-Invest Oy Ab and Ronnas Invest AG will in practice co-operate in matters concerning their ownership in Konecranes Plc.
The Nomination and Compensation Committee convened four (4) times in 2012, and the average attendance of members at meetings was 100.0 percent. The attendance of members at meetings is shown in the table on Board meetings.