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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 25 April 2018 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 and Remuneration Committee and an Audit Committee.
The purpose of the Nomination and Remuneration 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 three members: Jarkko Takanen, who acts as the Chairman, Harri Takanen and Christina Lindstedt.
The company follows the Finnish Corporate Governance Code (2015) issued by the Securities Market Association. The Board of Directors has evaluated the independence of its members according to which the majority of members are independent of the company (Jarkko Takanen, Bengt Engström and Christina Lindstedt) and independent of the significant shareholders of the company ((Christer Härkönen, Bengt Engström ja Christina Linstedt). The majority of the members of Board's two committees are independent of the company and one member of the Audit Committee is independent of the significant shareholders of the company..
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:
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.
Chairman of the Board: Titanium Oyj
Member of Board of Directors: iLOQ Oy, Jussi Capital Oy
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.
Chairman of the Board: Indoor Group Oy
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: Nordic Flanges, Scandinavian Executive AB, Real Holding AB, Bengström AB, BengströmFörvaltning AB
Member of Board of Directors: Bure Equity AB, ScandiNova Systems AB, Opticos AB, KTH Executive School
Christer Härkönen (born 1957), Member of Board since 2014. Managing Director of DimWei Group Oy. 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: Arnon Oy, Koto Automation Oy
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, Swedish Lorry Parts
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