Remuneration Policy for Governing Bodies
The Remuneration Policy sets the main framework for the remuneration of the governing bodies of Aspocomp Group Plc. The governing bodies are the Board of Directors and the President and CEO. Where applicable, the principles applicable to the CEO also apply to the Deputy CEO. All current remuneration paid to the Board of Directors and the CEO is in accordance with this policy.
Aspocomp’s Remuneration Policy for governing bodies was presented for the first time to the 2020 Annual General Meeting, which approved the presented Remuneration Policy. The Remuneration Policy shall be presented to the General Meeting at least once every four years, or whenever substantial changes are made to it.
The Remuneration Policy for governing bodies 2024-2027 was presented to the 2024 Annual General Meeting. A full vote count was carried out on the remuneration policy. Of the votes cast, 56.7 percent voted in favor of the Remuneration Policy. Based on the voting results, the 2024 Annual General Meeting decided to approve the presented Remuneration Policy. The decision was advisory.
Aspocomp’s Remuneration Policy has been prepared in accordance with the new Corporate Governance Code of the Securities Market Association effective January 1, 2020, and the SHRD II European Union Shareholder Rights Amendment Directive.
Board of Directors
Aspocomp’s Annual General Meeting decides on the remuneration of the Board members for one term of office at the time. Aspocomp’s Annual General Meeting decides on the remuneration of the Board members for one term of office at the time
Compensation in 2024 is based on the decisions on the Annual General Meeting held on April 18, 2024.
- The annual remuneration of the Chairman is EUR 30,000 and EUR 1,000 will be paid as remuneration per meeting
- The annual remuneration of the Vice Chairman is EUR 20,000 and EUR 500 will be paid as remuneration per meeting
- The annual remuneration of the other members is EUR 15,000 and EUR 500 will be paid as remuneration per meeting
- The members of the Board of Directors will further be reimbursed for reasonable travel costs
- Earning-related pension insurance contributions are paid voluntarily for the paid remuneration.
CEO
Decisions concerning the remuneration of the President and CEO and the terms applicable to the service contract are made by Aspocomp’s Board of Directors within the limits of the company’s valid remuneration policy. The Board also decides on incentive plans for the CEO as well as the financial performance objectives and the payout under such plans.
The key terms and conditions of the CEO’s service are set out in a written President’s contract, which the Board of Directors has approved. The remuneration of the CEO consists of a fixed base salary and customary fringe benefits (such as phone, meal or car benefits). In addition, the CEO is covered by a long-term incentive scheme, i.e., performance-based share bonus for top management and selected key employees as well as by the company’s short-term incentive scheme for all employees which is approved yearly by the Board. The CEO does not have any different pension plans; instead, his retirement age is determined by the Employees Pensions Act (TyEL). If the CEO’s contract is terminated by either the CEO or the company, the notice period is six months. In addition, severance pay amounting to his salary for six months shall be paid.
Management Team
The CEO makes proposals for the remuneration of the Management Team members.
The Board of Directors decides on the compensation and other terms of employment of the other members of the Management Team. The Board also decides on incentive plans for the Management Team members as well as the financial performance objectives and the payout under such plans.
The remuneration of the Management Team members consists of a fixed base salary and customary fringe benefits (such as phone, meal or car benefits). In addition, the members of the Management Team are all covered by a long-term incentive scheme, i.e., performance-based share bonus for top management and selected key employees as well as by the company’s short-term incentive scheme for all employees which is approved yearly by the Board. The retirement age of each member is determined by the Employees Pensions Act.