Marimekko Corporation, Stock Exchange Release, 31 January 2023 at 11.00 a.m.
Shareholders' proposals to the Annual General Meeting for the number of Marimekko's Board members, the composition of the Board and its remuneration
Shareholders representing in total approximately 27 percent of all the shares and votes of Marimekko Corporation have made a proposal to the Annual General Meeting to be held on 13 April 2023 for the number of members of the Board of Directors, the composition of the Board and its remuneration.
Proposal for the number of members of the Board of Directors
Shareholders who represent approximately 27 percent of all the shares and votes of Marimekko Corporation have informed the company that they propose to the Annual General Meeting that six (6) members be elected to the Board of Directors.
Proposal for the composition of the Board of Directors
The above-mentioned shareholders have also informed the company that they propose that Carol Chen, Mika Ihamuotila, Mikko-Heikki Inkeroinen, Teemu Kangas-Kärki, Tomoki Takebayashi and Marianne Vikkula be re-elected to the Board of Directors until the close of the next Annual General Meeting.
Carol Chen, Mikko-Heikki Inkeroinen, Teemu Kangas-Kärki, Tomoki Takebayashi and Marianne Vikkula are independent of the company and its significant shareholders according to the evaluation of the above-mentioned shareholders. Mika Ihamuotila is not independent of the company nor its significant shareholders due to his indirect shareholding through PowerBank Ventures Ltd, equaling 12.5 percent of the shares and votes in the company.
The proposed Board members have informed the company that in the event that they are elected, they intend to elect Mika Ihamuotila as Chair of the Board and Teemu Kangas-Kärki as Vice Chair of the Board as well as Teemu Kangas-Kärki as Chair and Mikko-Heikki Inkeroinen and Marianne Vikkula as members of the Audit and Remuneration Committee.
All proposed persons have given their consent to the election. Biographical details of the proposed Board members are available on the company's website at company.marimekko.com under Investors/Management/Board of Directors.
Proposal for the remuneration of the Board
In addition, the above-mentioned shareholders have informed the company that they propose to the Annual General Meeting, on the basis of the proposal of the Audit and Remuneration Committee consisting of members independent of the company and its significant shareholders, that the fees payable to the members and the Chair of the Board would remain unchanged from 2022 and be as follows: an annual remuneration of EUR 48,000 would be paid to the Chair, EUR 35,000 to the Vice Chair and EUR 26,000 to the other Board members. In addition, a separate remuneration would be paid for committee work to persons elected to a committee as follows: EUR 2,000 per meeting to Chair and EUR 1,000 per meeting to members. The fees for committee work are unchanged from 2022.
Furthermore, the above-mentioned shareholders propose that approximately 40 percent of the annual remuneration would be paid in Marimekko Corporation's shares acquired from the market and the rest in cash. The shares would be acquired directly on behalf of the Board members within two weeks from the release of the interim report for 1 January-31 March 2023 or as soon as possible thereafter in accordance with applicable legislation. The annual remuneration can be paid entirely in cash, if a Board member on the date of the Annual General Meeting, 13 April 2023, holds the company's shares worth more than EUR 1,000,000.
The above proposals will be included in the notice of the Annual General Meeting which will be published separately.
Further information:
Mika Ihamuotila, Chair of the Board, tel. +358 9 758 71
MARIMEKKO CORPORATION
Corporate Communications
Anna Tuominen
Tel. +358 40 584 6944
anna.tuominen@marimekko.com
DISTRIBUTION:
Nasdaq Helsinki Ltd
Key media
About Marimekko
Marimekko is a Finnish lifestyle design company renowned for its original prints and colors. The company's product portfolio includes high-quality clothing, bags and accessories as well as home décor items ranging from textiles to tableware. When Marimekko was founded in 1951, its unparalleled printed fabrics gave it a strong and unique identity. In 2021, the company's net sales were EUR 152 million and brand sales of the products worldwide amounted to EUR 376 million. Globally, there are roughly 150 Marimekko stores, and online store serves customers in 35 countries. The key markets are Northern Europe, the Asia-Pacific region and North America. The Group employs about 410 people. The company's share is quoted on Nasdaq Helsinki Ltd.?marimekko.com
