Remuneration of Senior Management

Fees paid to the members of the Supervisory Board

The Chairman receives EUR 800, the Deputy Chairman EUR 600 and the other members EUR 500 per meeting.

Fees paid to the members of the Board of Directors

The Chairman of the Board of Directors is paid EUR 2,750, the Deputy Chairman EUR 1,900 and other members EUR 1,550 per month. A meeting fee of EUR 500 is paid for both Board and Board committee meetings.

Terms of the CEO’s employment relationship

The CEO’s monthly salary including fringe benefits is EUR 27,408.

The contract includes an incentive bonus, which may not exceed 40% of the annual salary, linked to annual targets set by the Board of Directors.

The CEO may furthermore receive an incentive bonus for reaching long-term targets. The incentive bonus is based on three-year earnings periods. The Board of Directors will decide on the earnings criteria and targets for each earnings period.

If the business targets set by the Board of Directors are met, the bonus paid to the CEO based on his or her success in the three-year period is a maximum of 40% of fixed salary.

The bonuses paid under the various incentive schemes cannot under any circumstances exceed 80% of the person's fixed salary.

In addition to a statutory pension, the CEO is entitled to a defined contribution collective supplementary pension insurance to which Vapo contributes an amount equivalent to 10% of the CEO’s total annual salary (12 x monthly salary), excluding bonuses, every year. The CEO’s contract terminates when the CEO turns 63.

The CEO’s period of notice is six months if he is dismissed by the Board of Directors, in addition to which he is entitled to compensation corresponding to 12 months’ salary. If the CEO resigns, the period of notice is six months.

Remuneration of other senior management

In addition to a monthly salary, other members of the Group’s management are entitled to a bonus, which can be 20–30% of the annual salary, for reaching annual targets set by the CEO. In addition, the members of senior management may also receive an incentive bonus for meeting long-term targets on grounds equal to those applicable to the CEO.

Vapo Oy’s directors who are members of the Group management, including the CEO, are covered by the pension scheme provided by the Employees’ Pensions Act. They are entitled to a defined contribution collective supplementary pension insurance to which Vapo contributes an amount equivalent to 10% of their total annual salary (12 x monthly salary), excluding bonuses, every year. The company has an agreement with a pension insurance company on said supplementary pension rights.

The remuneration paid to the external members of the boards of directors of the subsidiaries is determined by Vapo Oy’s Board of Directors. Members of the board of directors of the subsidiaries employed by Vapo are not usually paid separately for their membership. Members of the boards of directors of associates or subsidiaries who are employed by Vapo can be paid a fee when it is justifiable to ensure equality between them and the other members. The principles for the fees are agreed upon by Vapo Oy’s Board of Directors, and the Board of Directors issues a recommendation concerning the remuneration for review by the general meeting of shareholders of the company in question.

Options

The company does not have share option plans.