The Board of Directors and Committees

Under the Companies Act, the Board of Directors is responsible for the management of the company and proper organisation of operations. The General Meeting elects the members of the Board of Directors. According to the Articles of Association, Scanfil plc’s Board of Directors shall include a minimum of three and a maximum of seven regular members. The Board of Directors elects a Chairman from among its members. The Board of Directors is responsible for deciding on significant matters relating to business strategy, investments, organisation and finance, as well as supervising the company’s management and operations. The Board of Directors shall also ensure that supervision of the company’s accounts and asset management is properly organised.

Scanfil plc’s General Meeting on 26 April 2017 re-elected Harri Takanen, Jarkko Takanen, Christer Härkönen, Bengt Engström and Christina Lindstedt as Members of Board of Directors. The term of office of the Board expires at the close of the next Annual General Meeting.

The Board of Directors has established two committees: a Nomination Committee and an Audit Committee. 

The purpose of the Nomination Committee is to make preparations for the appointment and remuneration of the members of the Board of Directors and, when necessary, find suitable new members for it. The Committee consists of three members: Harri Takanen, who acts as the Chairman, Jarkko Takanen and Bengt Engström.

The purpose of the Audit Committee is to supervise the financial reporting process and the reporting of the financial statements and interim reports and to monitor the functionality of the company's internal supervision and risk management. It also evaluates the appropriateness of auditing and prepares the proposal for the appointment of an auditor. The Committee consists of two members: Jarkko Takanen, who acts as the Chairman, and Harri Takanen.

The company follows the Finnish Corporate Governance Code (2015) issued by the Securities Market Association, but allows for the following exceptions with regard to the independence evaluation of directors: Recommendation 15 (Appointment of Members to Committees) and Recommendation 16 (Audit Committee).
Harri Takanen, a Board member not independent of the company and its major shareholders, is the company's largest shareholder. The second largest is Jarkko Takanen, who is independent of the company. Due to the entrepreneurship and financial risk related to ownership, it is justifiable that the members not independent of the company and major shareholders attend to the shareholders' interests in the committees. In addition, Jarkko Takanen and Harri Takanen have extensive experience in the contract manufacturing business. Through their work in the committees, this experience can be used for the benefit of the company as a whole and for the benefit of all of its shareholders.

Board of Directors Charter

The tasks and responsibilities of the Board of Directors of Scanfil plc are defined based on the Companies Act, other applicable legislation, the Articles of Association, good governance recommendations and the Board's charter. The Board carries out an annual review of its operations, and regular reviews of the work of the CEO and the Management Team. The main duties of the Board of Directors of Scafil plc include the following:

  • Confirmation of the company's business strategy and supervision of its implementation.
  • Annual confirmation of the major business targets and monitoring of the Group's profit trends.
  • Making decisions concerning investments of strategic importance within the Group.
  • Discussing and approving the financial statements and interim reports.
  • Appointing and releasing the CEO, and defining the terms and remuneration principles for the position.
  • Making decisions concerning the incentive systems for the management and the personnel.
  • Monitoring and management of the main risks of the company's operations.
  • Confirmation of the company's values and operating principles.
  • Harri Takanen

    Chairman of the Board of Directors

    Harri Takanen (born 1968), Member of Board since 2013, Professional Board Member. Harri Takanen has worked for Sievi Capital plc as CEO 2007 - 2011. He was CEO of Scanfil plc and Scanfil EMS ltd. during 1.1.2012-31.3.2013. He has served Scanfil Group since 1994, for example as Director of operations in China, Scanfil (Hangzhou) Co., ltd's Managing Director, Technology Director, Director of Customer Relations, Customer Service Manager and Plant Manager of Sievi mechanics. Harri Takanen holds Master’s degree in Engineering. Not independent of the company and major shareholders.

    Member of Board of Directors: Finelcomp Oy, iLOQ Oy, Jussi Capital Oy, Visualligent Oy

    Deputy Member of Board of Directors: Ionphase Oy

    Holdings of the permanent insiders

  • Jarkko Takanen

    Jarkko Takanen (1967) a member of Board of Directors since 2012, Managing Director of Jussi Capital Oyj. He has worked for Sievi Capital Group during 1995 – 2004 among others as Customer Service Manager, Plant Manager, Quality Manager, IT Manager and Director of Sourcing and Logistics. As Managing Director of Belgian subsidiary Scanfil N.V. he acted between 1 April 2003 and 30 June 2004. Jarkko Takanen holds a Bachelor’s Degree in Production Engineer and a Commercial College Diploma in Management Accountancy. Independent of the company, not independent of major shareholders.

    Member of Board of Directors: Sievi Capital Oy

    Holdings of the permanent insiders

  • Bengt Engström

    Bengt Engström (born 1953), Member of the Board since 2015. Bengt Engström has held a number of executive positions at several companies, both in Sweden and globally, for example at Whirlpool, Bofors AB, Duni AB and Fujitsu. Bengt Engtströn holds a Mechanical Engineer’s degree. Independent of the company and major shareholders.

    Chairman of Board of Directors: Food Village Stockholm Ab.

    Member of Board of Directors: Chamber Group Sweden Ab, Bure Equity AB, ScandiNova AB, Prevas AB, Advania AB and Avaj International Holding AB.

    Holdings of the permanent insiders

  • Christer Härkönen

    Christer Härkönen (born 1957), Member of Board since 2014. Härkönen acted as Director of Sandvik Mining and Construction in Sweden and Holland during years 2010-2013. Between 2005 – 2010 he led the RFID business of UPM Oyj. Between 1996 – 2005 he worked in executive positions in Elcoteq Oyj to where he transferred from Fujitsu ICL. Härkönen started his career at Nokia in 1984 and moved in 1991 with the sale of business operations to Fujitsu ICL . Christer Härkönen holds a Master’s degree in Engineering. Not independent of the company, independent of major shareholders.

    Member of Board of Directors: Fibox Oy Ab, Voyantic Ltd.

    Holdings of the permanent insiders

  • Christina Lindstedt

    Christina Lindstedt (born 1968), Member of the Board since 2016. Managing Director at XploreBiz AB and as a Partner of Stockholm Business Angels. Christina Lindstedt has held a number of executive positions at AB Electrolux, Sony Ericsson and Sony, both in Sweden and globally. Primarily she has served as a Business/Product area head for businesses such as eg; smartphones, washing machines, automatic lawn mowing and New Business Areas. In addition, she has been responsible for establishing global sourcing operations in China. Christina Lindstedt holds a Master's Degree of Business Administration and Commercial law. Independent of the company and major shareholders.

    Member of Board of Directors: Qlean Air Scandinavia AB and Minalyze AB

    Holdings of the permanent insiders

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