Under the Companies Act, the Board of Directors is responsible for the company’s management and proper organization 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, organization and finance and 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 organized.
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:
• confirming the company’s business strategy and monitoring its implementation
• confirming the annual key business targets and monitoring Scanfil Group’s performance
• deciding on strategically significant investments in the Group
• discussing and approving financial statements and interim reports
• appointing and dismissing the CEO and determining their terms of employment and remuneration
• deciding on incentive systems for managers and employees
• monitoring the company’s key operational risks and their management
• confirming the company’s values and operating principles
The Board of Directors
Harri Takanen (born 1968), Member of Board since 2013, Professional Board Member and the CEO of Jussi Capital Oy as of 2021. 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. As Chairman of the Board and based on the overall independence assessment, Harri Takanen is not independent of the company and owns more than 10% of all the company’s shares.
Chairman of the Board: WellO2 Oy
Chair of the Board, Chair of Nomination and Compensation Committee
Dr. Thomas Dekorsy
Dr. Thomas Dekorsy (1963), a German citizen, has been elected as a board member in the Annual General Meeting on 27 April 2023.
He is the Interim Global Head Business Unit Automotive of Amann & Sähne GmbH & Co. KG. He has served in various leadership roles e.g as the Managing Director of Prettl Management Services GmbH 2021–2022, the Chief Operating Officer of Lakesight Technologies Holding GmbH 2019–2021, the Chief Sales Officer of Escatec Sdn. Bdh. 2018–2019 and many others since 1989. Independent of the company and its major shareholders.
He holds a Ph.D. in Engineering.
Member of the Board of Directors
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, QleanAir AB, Qlosr AB, BEngström AB and BEngström Förvaltning AB
Member of Board of Directors: KTH Executive School, Real Fastigheter AB and Scandinavian Chemotech AB
Member of the Board of Directors, Member of Nomination and Compensation Committee
Christina Lindstedt (born 1968), Member of the Board since 2016. Senior advisor at QleanAir. CEO of QleanAir 2020-2022. 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: Xplorebiz AB
Member of the Board of Directors, Member of the Audit Committee
Juha Räisänen (1958), Member of Board since 2020, Managing Partner at Valuenode GmbH. Juha Räisänen has held a number of executive positions globally at ICL-Fujitsu, Nokia, SanDisk, KONE and Aliaxis, based in Finland, Singapore, Hong Kong, Shanghai, Brussels and currently in Vienna. Primarily he has served as a sales, manufacturing, supply chain, sourcing & procurement, quality and safety head for businesses such as IT systems & software, mobile phones, telecom networks, semiconductors (NAND flash memory products), elevators, escalators & automatic doors and plastic pipes & fittings. Juha Räisänen holds a Master’s Degree of Industrial Engineering & Management. Independent of the company and its major shareholders.
Member of the Board of Directors: Bluefors Oy and Valuenode GmbH.
Member of the Board of Directors, Chair of the Audit Committee
Minna Yrjönmäki (1967), a Finnish citizen has been elected as a board member in the Annual General Meeting on 27 April 2023.
She is the Interim Chief Financial Officer of Raute Corporation as of 2022. She has served as the Chief Financial Officer of Uponor Corporation 2019–2021,
SVP Group Financial Controlling 2016–2019 and SVP Financial Services and Reporting 2014–2016 at Outokumpu Oyj. Prior to that, she worked at Ahlstrom Oyj 2004–2014 e.g as Group and Business Area Controller and as Group Controller and other financial roles at Huhtamaki Oyj 1991–2004. Independent of the company and its major shareholders.
She holds a Master of Science (Econ.)
Member of the Board of Directors, Member of the Audit Committee
Nomination and Compensation Committee
The purpose of the Nomination and Compensation 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.
One of the two members of the Nomination and Compensation Committee is independent of significant shareholders and the Company (Engström). The Company’s Board of Directors has estimated that two members are sufficient to handle the tasks assigned to the Nomination and Compensation Committee, which reduces the workload per member. If necessary, other members of the Company’s Board of Directors can be involved in the Committee’s work.
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.