Proposals of the Shareholders’ Nomination Board of Modulight to the Annual General Meeting 2025

The Shareholders’ Nomination Board of Modulight has submitted its proposal for the composition and remuneration of the Board of Directors to the Annual General Meeting 2025. The Annual General Meeting is planned to be held on 2 May 2025.
 
Number of members of the Board of Directors and its composition
 
The Shareholders’ Nomination Board proposes to the Annual General Meeting 2025 that the number of members of the Board of Directors shall be four (4).
 
The Shareholders’ Nomination Board proposes, for a term that ends at the end of the Annual General Meeting 2026, that Jyrki Liljeroos, Seppo Orsila, Timur Kärki and Anne Koutonen are re-elected as members of the Board. Pia Kantola, who previously served as a board member, has moved on to new assignments and will therefore not be available in the future. In addition, the Shareholders’ Nomination Board proposes that Anne Koutonen will be elected as the Chair. All candidates have given their consent to the position.
 
The Shareholders’ Nomination Board has assessed that all nominees are independent of the company and its significant shareholders, except for Seppo Orsila, who is dependent on the company and its significant shareholders. Orsila is the CEO of the company and one of the largest shareholders of the company.
 
Remuneration of the Board of Directors
 
The Shareholders’ Nomination Board proposes to the Annual General Meeting 2025 that the remuneration to be paid to the members of the Board of Directors remain unchanged. The following remuneration is proposed to be paid to the members of the Board of Directors during the next term:

• Monthly remuneration of the Chairman EUR 5,000, and
• Monthly remuneration of the Members EUR 2,500.

 Furthermore, the Shareholders’ Nomination Board proposes to the Annual General Meeting 2025 that the remuneration to be paid to the members of the Board of Directors may be paid in company shares and in cash.
 
The travel expenses will be compensated in accordance with the company’s valid travel policy.
 
Composition of the Shareholders’ Nomination Board
 
The Shareholders’ Nomination Board, which has prepared proposals for the Annual General Meeting 2025, consists of the company’s three largest shareholders Petteri Uusimaa, Seppo Orsila, and Timo Sallinen, representing Varma Mutual Pension Insurance Company, as well as the representative of the Board of Directors, Anne Koutonen.
 
The proposals of the Shareholders’ Nomination Board will be included in the notice to the Annual General Meeting.