Proposals of the Shareholders’ Nomination Board of Terveystalo Plc to the Annual General Meeting 2018

Terveystalo Plc Stock Exchange Release 29 January 2018 at 10:00 EET

The Shareholders' Nomination Board of Terveystalo has submitted its proposal on the Board of Directors to the Annual General Meeting 2018.

Proposal on the number of members of the Board of Directors and its composition

The Shareholders' Nomination Board proposes to the Annual General Meeting that the number of members of the Board of Directors shall be eight (8) instead of the previous seven (7).

The Shareholders' Nomination Board proposes, for a term that ends at the end of the Annual General Meeting 2019, that Ulf Fredrik Cappelen, Olli Holmström, Vesa Koskinen and Åse Aulie Michelet be re-elected as members of the Board and that Eeva Ahdekivi, Lasse Heinonen, Katri Viippola ja Tomas von Rettig be elected as new members of the Board.  

The current members of the Board Ralf Michels, Matti Rihko ja Åsa Riisberg have announced that they are not available for re-election to the Board of Directors.

Proposal concerning remuneration of the members

The Shareholders' Nomination Board proposes to the Annual General Meeting 2018 that the following remuneration be paid to the members of the Board during the next term:

- Annual remuneration of the Chairman EUR 80,000 

- Annual remuneration of the Vice-Chairman EUR 49,000

- Annual remuneration of the members EUR 39,000

- Annual remuneration of the Chairman of the Audit Committee EUR 49,000

Additionally, the following attendance fees shall be paid for each Board and Committee meeting: EUR 600 for members residing in Finland, EUR 1,200 for members residing elsewhere in Europe and EUR 2,400 for members residing outside of Europe. For Board and Committee meetings that are held by telephone or other electronic means, the attendance fee shall be EUR 600. That travel expenses are proposed to be reimbursed in accordance with the company's travel policy.     

In addition, the Nomination Board proposes that the annual remuneration of the Board be paid as a combination of company shares and cash in such a manner that 40% of the annual remuneration is paid in shares in the possession of the company or, if this is not possible, in the company's shares purchased from the market, and 60% is paid in cash. The Company will reimburse the transaction costs and capital transfer tax related to trading. Attendance fees are proposed to be paid in cash.

The Shareholder's Nomination Board that has prepared proposals for the Annual General Meeting 2018 consists of Chairman, Risto Murto, CEO, Varma Mutual Pension Insurance Company, and members M.Sc (Econ) Vesa Koskinen, Lotta Holding I S.à r.l. (EQT VI), M.Sc. (Eng.) Maija-Liisa Friman Helsinki Deaconess Institute, Chairman of the Board Ole Johansson, Hartwall Capital, CEO Tomas von Rettig, Rettig Group Oy Ab and Ulf Fredrik Cappelen, Terveystalo Oyj's Chairman of the Board. 

The proposals of the Nomination Board will be included in the invitation to the Annual General Meeting. 

The curricula vitaes of the proposed new members of the Board are attached.

Terveystalo Plc 

For more information, please contact:

Risto Murto, Chairman of the Terveystalo Plc's Nomination Board 
Tel. +358 10 244 3119

Kati Kaksonen, Director, Investor Relations and Financial Communications
Tel. +358 10 345 2034 

Nasdaq Helsinki Ltd
Principal media

Terveystalo in brief
Terveystalo is a leading private healthcare service provider in Finland offering primary and outpatient secondary healthcare services to corporate, private and public sector customers. The Company's healthcare service offering includes general practice and specialist medical care, diagnostic services, outpatient surgery, dental services and other adjacent services, which comprise its integrated healthcare care chain. The Company also offers a suite of digital healthcare services. Terveystalo is able to provide nationwide reach through its approximately 180 clinics, covering all 20 of Finland's largest cities, together with its digital platforms.

Terveystalo's operations are driven by its scale and supported by centralized functions and standardized operating practices. At the core of Terveystalo's strategy is a focus on providing medical quality and positive customer experiences, maintaining a competent and satisfied base of healthcare professionals and developing a variety of customized digital tools.

In 2016, the Company had approximately 1.0 million individual customers as well as approximately 2.7 million doctor visits, accounting for 12 percent of the total doctor visits in Finland. The Company's customers are divided into three groups: corporate customers, who the Company partners with to provide, for example, occupational healthcare services to their employees, private customers and public customers, who the Company partners with to provide public healthcare services and occupational healthcare services to municipal employees. Nearly 9,000 healthcare professionals work in Terveystalo, about half of whom are private practitioners.