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Shareholders' Nomination Committee proposal on the composition and remuneration of the Board of Directors of Oma Savings Bank Plc

Oma Säästöpankki Oyj
·8-min read

OMA SAVINGS BANK PLC, STOCK EXCHANGE RELEASE 29 JANUARY 2021 AT 14.00 P.M. EET, OTHER INFORMATION DISCLOSED TO THE RULES OF THE EXCHANGE


Shareholders' Nomination Committee proposal on the composition and remuneration of the Board of Directors of Oma Saving Bank Plc


The Shareholders' Nomination Committee proposes the following to the Annual General Meeting of Oma Savings Bank Plc (OmaSp or the Company) on March 30, 2021:

The number of members of the Board of Directors is proposed to be further confirmed at seven.

The Shareholders' Nomination Committee proposes that the current Board members Aila Hemminki, Aki Jaskari, Timo Kokkala, Jyrki Mäkynen, Jarmo Salmi and Jaana Sandström to be re-elected as members of the Board of Directors and as a new member Jarmo Partanen.

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All candidates are proposed to be elected for the period starting at the 2021 Annual General Meeting, which will end at the end of the Annual General Meeting 2022. All nominees have given their consent to the election and are independent at the time of the election in their relationship with the company and its significant shareholders.

More detailed information on the Board members proposed for election:

AILA HEMMINKI
Aila Hemminki (born 1966) has been a member of OmaSp's Board of Directors since 2017. Hemminki works as a Change of Ownership Specialist for the Regional Organization of South Ostrobothnian Entrepreneurs since 2018. Hemminki established the Vauvatarvike Huvikumpu Ky (today Hevihill ky) in 1990 and worked as a shop trader until 2008. Since then, entrepreneurship has included management of rental properties. Aila Hemminki has held various positions at the Savings Bank Foundation of Kuortane during 2009-2017. She has been a deputy member of the Board of Hemimotors Oy since 1999 and a member of the Board of Into Seinäjoki since 2017. Jaskari holds a Master of Economic Sciences.

AKI JASKARI
Aki Jaskari (born 1961) has been a member of OmaSp's Board of Directors since 2014. Jaskari has served as the CEO of Nerkoon Höyläämö Oy since 1995. In addition, Jaskari has been a member of the Advisory Board of Leppäkosken Sähkö Oy since 2001 and member of the Regional Advisory Committee of Pohjola Insurance Oy in 2001-2015. Jaskari holds a Master of Economic Sciences.

TIMO KOKKALA
Timo Kokkala (born 1960) has been a member of OmaSp's Board of Directors since 2014. Kokkala has been an farm operator since 1989. In addition, Kokkala has served as the Chairman of the Board of Hauho Savings Bank in 1998-2008 and of Kantasäästöpankki Oy in 2009-2014 and as a member of the Supervisory Board in the Savings Bank Union in 2012-2014. Kokkala holds a Master of Science in Agriculture and Forestry.

JYRKI MÄKYNEN
Jyrki Mäkynen (born 1964) has been the Vice Chairman of OmaSp's Board of Directors since 2014 and served as the Chairman of the Board in 2009-2014. Mäkynen has been an entrepreneur at Oy HM Profiil Ab since 1992 and as Sales Director of Oy HM Profiili Ab in 1992-2002 and as CEO since 2003. In addition, Mäkynen has been the President of the Council of the Federation of Finnish Enterprises since 2020, the Chairman of the Board of the Federation of Finnish Enterprises in 2014-2020, Southern Ostrobotnia University Foundation since 2010, as well as a member of the Board of Fennia Insurance since 2017, Seinäjoki Joint Municipal Authority for Education Sedu since 2017, Entrepreneur Day Foundation since 2014, SMEunited since 2014, Seinäjoki University of Applied Sciences since 2013, and a member of the Seinäjoki City Council since 2004. Mäkynen holds a Master of Science in Economics.

JARMO PARTANEN
Jarmo Partanen (born 1956) has been the Chairman of OmaSp’s Board of Directors in 2014-2019. Partanen was the CEO and the Chairman of the Board of Directors of Etelä-Karjalan Säästöpankki in 2004-2014, the CEO of Someron Säästöpankki in 2003-2004, the chief operating officer of Dynexco Oy in 2001-2003, the CEO of Energiameklarit Oy in 1998-2001, the CEO of Mäntsälän Osuuspankki in 1986-1998, the regional marketing manager at Osuuspankkien Keskusliitto in 1985-1986, and a doctoral candidate/economist at Osuuspankkien Keskuspankki in 1984-1985. In addition, Partanen has been a member of the Board of Etelä-Karjalan Säästöpankkisäätiö since 2015. Partanen has been the Chairman of the Board of South Karelian Chamber of Commerce in 2015-2017, the Chairman of the Board of Sp-Koti Oy in 2011-2014, member of the Banking Executive Committee of Finance Finland in 2015-2017, member of the Delegation of the Finland Chamber of Commerce in 2007-2017, as well as member of the Board of Oy Samlink Ab in 2008-2014 and a deputy Board member of Savings Banks’ Union Coop in 2005-2014. Partanen holds a Master of Arts and an eMBA.

JARMO SALMI
Jarmo Salmi (born 1963) has been a member of OmaSp's Board of Directors since 2014. Salmi has served as the CEO of Asianajotoimisto Jarmo Salmi Oy since 2014, and as a lawyer and responsible partner at Asianajotoimisto Lasse Salmi Ky 1991-2014. In addition, Salmi has served as the Chairman of the Board of Kiinteistö Oy Kosken-Keskus since 2014 and as a member of the Board of the Finnish Bar Association in 2012–2015. Salmi holds a Master of Laws.

JAANA SANDSTRÖM
Jaana Sandström (born 1963) has been a member of OmaSp's Board of Directors since 2019. Sandström is a Professor of Strategic Accounting at LUT University and Vice Rector for education. Prior to her period as Deputy Rector, she served as Dean of the LUT University School of Economics in 2009-2014. Prior to her academic career, Sandström worked in the forest industry in 1987-1991. The most important of the current positions of trust are the second Vice Chairman of the Board of Foundation for Economic Education and the Chairman of the Steering Group on the selection of diploma engineers and architects. Sandström has served as a member of the Board of the South Karelian Cooperative in 2013-2019 and as a member of EPAS Accreditation Board of the European Foundation for Management Development (EFMD). In academic positions of trust, Sandström has worked as an opponent, evaluator of scientific articles and conferences and as an expert in the field of professorships since 2000. Sandström holds a Doctor of Science (Technology).


Shareholders' Nomination Committee proposal on the remuneration of the Board of Directors of Oma Savings Bank Plc:

The Shareholders' Nomination Committee proposes that the remuneration of the Board members are paid as follows:

Annual fees:
• Chairman EUR 50,000
• Vice Chairman EUR 37,500
• Member EUR 25,000

Meeting fees:
• EUR 1,000 per meeting
• EUR 500 per single issue email meeting and committee meeting

The Nomination Committee proposes that as a condition for receiving and paying the fixed annual remuneration the member of the Board of Directors, commits to purchase directly based on the decision of the Annual General Meeting Oma Savings Bank Plc shares amounting to 40% of the fixed annual remuneration on the regulated market (Nasdaq Helsinki Ltd) at a price determined by trading. It is the recommendation of the Nomination Committee that the member of the Board of Directors would not transfer the shares acquired with an annual remuneration until the membership in the Board has expired.

The proposals of the Nomination Committee shall be included in the notice of the Annual General Meeting.

Raimo Härmä (nominated by South-Karelian Savings Bank Foundation) is the Chairman of the Shareholders' Nomination Committee of Oma Savings Bank Plc, members are Ari Lamminmäki (nominated by the Parkano Savings Bank Foundation), Aino Lamminmäki (appointed by the Töysän Savings Bank Foundation), Jukka Sysilampi (appointed by the Kuortane Savings Bank Foundation), Jukka Kuivaniemi (appointed by the Hauho Savings Bank Foundation), and as a specialist Jarmo Salmi, Chairman of the Board of Oma Savings Bank Plc.


Additional information:
Raimo Härmä, Chairman of the Nomination Committee, tel. +358 44 363 7063
Minna Sillanpää, CCO, tel. +358 50 66592, minna.sillanpaa@omasp.fi


DISTRIBUTION
Nasdaq Helsinki Ltd
Major media
www.omasp.fi

Oma Savings Bank in short

OmaSp is a growing Finnish bank and the largest savings bank in Finland based on total assets. About 300 professionals provide nationwide services through OmaSp’s 32 branch offices and digital service channels to over 140,000 customers. OmaSp focuses primarily on retail banking operations and provides its clients with a broad range of banking services both through its own balance sheet as well as by acting as an intermediary for its partners’ products. The intermediated products include credit, investment and loan insurance products. OmaSp is also engaged in mortgage banking operations.

OmaSp core idea is to provide personal service and to be local and close to its customers, both in digital and traditional channels. OmaSp strives to offer premium level customer experience through personal service and easy accessibility. In addition, the development of the operations and services is customer-oriented. The personnel is committed and OmaSp seeks to support their career development with versatile tasks and continuous development. A substantial part of the personnel also own shares in OmaSp.