TALV Talvivaara

 
TIDMTALV 
 
   Stock exchange release 
 
   Talvivaara Mining Company Plc 
 
   13 May 2014 
 
   Proposals of Talvivaara's Shareholders' Nomination Panel 
 
   on the remuneration and the composition of the Board of Directors 
 
   Proposals to the Annual General Meeting 
 
   The Shareholders' Nomination Panel ("Panel") of Talvivaara Mining 
Company Plc ("Talvivaara" or the "Company") makes the following 
proposals to the Annual General Meeting ("AGM") provisionally scheduled 
to be held on 12 June 2014. Talvivaara's Board of Directors will include 
the proposals into the notice of the Annual General Meeting to be 
published later. 
 
   Proposal on the remuneration of members of the Board of Directors 
 
   The Shareholder' Nomination Panel proposes that the annual fee payable 
to the members of the Board of Directors for the term until the close of 
the Annual General Meeting in 2015 be as follows: Chairman of the Board 
of Directors: EUR 84,000/year (previously EUR 120,000/year), Deputy 
Chairman (Senior Independent Director): EUR 48,000/year (previously EUR 
69,000/year), Chairmen of the Board Committees: EUR 48,000/year 
(previously EUR 69,000/year), other Non-executive Directors: EUR 
33,500/year (previously EUR 48,000/year) and Executive Directors EUR 
33,500/year (previously EUR 48,000/year). To the extent a member of the 
Board has several positions, such member is entitled only to one (the 
highest) annual fee payable among such positions while the other fee(s) 
is/are forfeited. 
 
   The Panel furthermore proposes that, in addition to the annual fee, a 
fee of EUR 600 per meeting of the Board of Directors or the Board 
Committees taking place in the member's domicile shall be payable. 
Should the venue of the meeting be in a European country other than the 
member's domicile, the fee payable per meeting shall be EUR 1,200. 
However, a fee of EUR 2,400 per meeting shall be payable, if the 
member's domicile or the venue of the meeting is outside Europe. For 
teleconference meetings the fee payable shall be EUR 600 per meeting. 
The traveling expenses shall be reimbursed in accordance with the 
company's travel policy. 
 
   The remuneration of the Executive Director is included in Director's 
base salary, and it is not paid out separately. 
 
   Proposal on the number and the election of the members of the Board of 
Directors 
 
   The Shareholder' Nomination Panel proposes at the Annual General Meeting 
of Shareholders that the number of Board members be seven and that Mr. 
Tapani Järvinen, Mr. Pekka Perä, Mr. Graham Titcombe, Mr. 
Edward Haslam, Mr. Stuart Murray and Ms. Maija-Liisa Friman be 
re-elected, and that Ms. Solveig Törnroos-Huhtamäki be elected 
as a new member to the Board. 
 
   Ms. Eileen Carr, who has been serving as a non-executive director and as 
the Chairman of the Audit Committee since 2007, informed the Panel that 
she will not offer herself for re-election to the Board at the 
forthcoming AGM. 
 
   Shareholders' Nomination Panel 
 
   Shareholders' Nomination Panel was established in 2013 by the Annual 
General Meeting. Its duty is to prepare proposals for the election and 
remuneration of the members of the Board of Directors to the General 
Meeting. The composition of the Panel has been as follows: 
 
 
   -- Kari Järvinen, CEO,  nominated by Solidium Oy 
 
   -- Joni Hautojärvi, Managing Director of Norilsk Nickel Harjavalta Oy, 
      nominated by Norilsk Nickel Holdings (Cyprus) Ltd 
 
   -- Pekka Perä, CEO of Talvivaara, as a shareholder of the Company 
 
   -- Tapani Järvinen, Chairman of the Board of Directors of the Company 
      and 
 
   -- Graham Titcombe, Deputy Chairman of the Board of Directors of the Company 
 
 
   The Nomination Panel elected Kari Järvinen to act as the Chairman 
of the Panel. 
 
   Enquiries 
 
   Kari Järvinen, Solidium Oy, Tel. +358 10 830 8905 
 
   Tapani Järvinen,Talvivaara Mining Company Plc, Tel +358 20 7129 800 
 
   Annex: Biography of Solveig Törnroos-Huhtamäki 
 
   Talvivaara Mining Company Plc 
 
   Talvivaara Mining Company is an internationally significant base metals 
producer with its primary focus on nickel and zinc using a technology 
known as bioheapleaching to extract metals out of ore. Bioheapleaching 
makes extraction of metals from low grade ore economically viable. The 
Talvivaara deposits comprise one of the largest known sulphide nickel 
resources in Europe. The ore body is estimated to support anticipated 
production for several decades. Talvivaara has secured a 10-year 
off-take agreement for 100 per cent of its main output of nickel and 
cobalt to Norilsk Nickel and entered into a long-term zinc streaming 
agreement with Nyrstar. Talvivaara is listed on the London Stock 
Exchange Main Market and NASDAQ OMX Helsinki. Further information can be 
found at www.talvivaara.com. 
 
   Annex: Biography of Solveig Törnroos-Huhtamäki 
http://hugin.info/136227/R/1785183/612008.pdf 
 
   This announcement is distributed by NASDAQ OMX Corporate Solutions on 
behalf of NASDAQ OMX Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Talvivaaran Kaivososakeyhtiö Oyj via Globenewswire 
 
   HUG#1785183 
 
 
  http://www.talvivaara.com 
 

Talvivaara (LSE:TALV)
Historical Stock Chart
From Sep 2024 to Oct 2024

Talvivaara (LSE:TALV)
Historical Stock Chart
From Oct 2023 to Oct 2024