Board of Directors
The duties and responsibilities of the Board of Directors are set out in the Articles of Association, the Finnish Companies
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Members of the Board of Directors
Board Committees
The Board of Directors of Aspo Plc has established both an Audit Committee and a Human Resources and Remuneration Committee.
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Audit Committee
Aspo Plc's Board of Directors has, on April 7, 2010, established an Audit Committee with the objective of preparing issues related to the company's financial reporting and control, among other tasks. The Audit Committee does not have independent decision-making authority, but the Board makes the decisions on the basis of preparations by the committee. The Audit Committee consists of the chairperson and at least two members, whom the Board appoints from among the Board members for one year at a time.
In 2025, the Audit Committee is chaired by Kaarina Ståhlberg and has Annika Ekman, Mikael Laine and Tatu Vehmas as members.
The tasks of the Audit Committee are:- Monitoring the financial statements reporting process
- Supervising the financial reporting process
- Assessing the use and presentation of alternative performance measures
- Monitoring the effectiveness of internal control and audit and risk management systems, including digital reporting and sustainability reporting
- Reviewing the plans and reports of the internal audit function
- Reviewing the plans and reports of the company’s compliance function
- Handling of the company’s corporate governance statement and non-financial report
- Monitoring the statutory audit of the financial statements and the consolidated financial statements
- Assessing the independence of the auditing firm
- Assessing the ancillary services provided by the auditing firm
- Preparing the proposal for/of the appointment of the auditor
- Other communications with the auditor in addition to the duties required by regulations
- Defining the principles for the monitoring and evaluation of related party transactions
- Monitoring the sustainability reporting process
- Monitoring the identification of data reported in accordance with digital reporting and sustainability reporting regulation
- Monitoring the implementation of sustainability reporting verification
The Audit Committee will convene regularly at least twice a year.
In 2024, the Audit Committee held six meetings. The attendance rate was 100%.
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Human Resources and Remuneration Committee
Aspo Plc’s Board of Directors has, on April 9, 2019, established a Human Resources and Remuneration Committee with the objective of preparing matters related to the remuneration and appointment of the CEO and other members of the company’s management and to other personnel reward schemes. The Committee does not have independent decision-making authority, but the Board makes the decisions on the basis of preparations by the committee. The Human Resources and Remuneration Committee consists of the chairperson and at least two members.
In 2025 the Human Resources and Remuneration Committee is chaired by Heikki Westerlund and has Patricia Allam, Tapio Kolunsarka and Tatu Vehmas as members.
The tasks of the Human Resources and Remuneration Committee are:
- Preparing matters concerning the appointment of the CEO and other management and mapping their successors;
- Preparing the remuneration and other financial benefits of the CEO and other management;
- Preparation of matters concerning the company's remuneration systems;
- Evaluating the remuneration of the CEO and other management, as well as ensuring the appropriateness of the remuneration systems;
- Evaluate and make recommendations to the Board of Directors on plans and other incentive schemes based on special rights entitling to shares or shares;
- Planning the remuneration of other personnel and organisational development;
- Preparation of the remuneration report;
- Preparation of the Board's diversity report;
- Monitoring the need to update and compliance with the remuneration policy (with regard to the remuneration of the CEO);
- Answering questions about the remuneration report at the General Meeting; both
- Recommend, if necessary, an advisor to the company's Board of Directors and make a proposal for the remuneration of an expert.
The Human Resources and Remuneration Committee will convene regularly at least three times a year.
In 2024, the committee held six meetings. The attendance rate was 100%.
Composition and duties of the Board of Directors
According to the Articles of Association, the Board of Directors of Aspo Plc comprises no fewer than five and no more than eight members. The number of members of the Board is determined at the shareholders’ meeting, where its members are also elected. The members of the Board of Directors elect a chairman and a vice chairman from amongst themselves. The members’ term of office ends at the conclusion of the Annual General Meeting following their election.
More than half of the members present, including either the chairman or the vice chairman of the Board, constitute a quorum.
Aspo Plc's Board of Directors has established an Audit Committee on April 7, 2010 and Remuneration Committee on April 9, 2019.
The duties and responsibilities of the Board of Directors are set out in the Articles of Association, the Finnish Companies
The Board performs an annual self-assessment of its activities and working methods.
The majority of Aspo's Board members are independent of the company and its major shareholders. The Board of Directors evaluates the independence of its members on a regular basiss.
Aspo Plc’s Board of Directors has confirmed written standing orders, which state that the matters to be handled by the Board include, but are not limited to:
- Aspo Group’s strategic guidelines and the strategies of its businesses
- Group structure
- Matters to be presented to the General Meeting
- Interim reports and consolidated financial statements
- The Group’s business plans, budgets and investments
- Expanding and scaling back operations, acquisitions/ divestments of companies or operations
- Group risk management, insurance and financial policies
- Group environmental policy
- Remuneration and incentive plans for the management
- Appointment of the CEO
- Monitoring the financial and financing situation of Aspo Group
- Monitoring and evaluation of the company's sustainability reporting process and assurance
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Updated: 04.02.2026