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2016-01-29

Finnair: Proposal of the Shareholders' Nomination Board on the composition and remuneration of the Board of Directors of Finnair Plc

Finnair Plc Stock Exchange Release 29 January 2016 at 10:40 am EET

The Shareholders' Nomination Board proposes to Finnair Plc's Annual
General Meeting (AGM) to be held on 17 March 2016 that the number of
members of the Board of Directors would be confirmed as seven.

Proposal on the composition of Board of Directors

The Shareholders' Nomination Board proposes that Maija-Liisa Friman,
Klaus W. Heinemann, Jussi Itävuori, Gunvor Kronman, Jaana Tuominen
and Nigel Turner be re-elected as members of the Board of Directors,
and that Mr Jouko Karvinen be elected as new member to the Board of
Directors. All candidates have given their consent to the position.

Mr Jouko Karvinen (b. 1957, MSc (Tech.)) was the CEO of Stora Enso
between 2007 and 2014. From 2002 to 2006 he was the CEO of the
Medical Division of Royal Philips, before which he held several
executive positions at ABB Asea Brown Boveri since the 1980's. Mr
Karvinen is a member of the Board of Directors of Nokia and SKF, a
member of the Foundation and Supervisory Boards of IMD business
school, Lausanne, Switzerland, and a member of the International
Advisory Board of Komatsu Corporation of Japan.

The biographical details of the other proposed board members can be
found on the Internet at
http://www.finnairgroup.com/group/group_4.html.

The Nomination Board further proposes that Mr Klaus W. Heinemann be
re-elected as Chairman of the Board. He has been a member of the
Board since 2012 and Chairman of the Board since 2013.

Proposal on Board of Directors' remuneration

The Nomination Board proposes to the AGM that the annual remunerations
of the members of the Board of Directors would remain unchanged and
be the following:

- Chairperson 61,200 euros

- Vice Chairperson 32,400 euros

- Chairpersons of the Audit Committee and Compensation and Nomination
Committee 32,400 euros, where these individuals are neither the
Chairperson nor the Vice Chairperson of the Board

- Other members 30,000 euros per year

The Nomination Board proposes to the AGM that each member's fee for a
meeting of the Board of Directors or its Committee would be 600 euros
when the meeting takes place in the member's country of residence and
2,400 euros for other meetings. For telephone meetings, the fee would
be 600 euros.

The members would be entitled to reimbursement of reasonable travel
and representation expenses in accordance with the company's general
expenses policy.

The members and their spouses would be entitled to discounted travel
on the company's flights in accordance with the company's discount
ticket policy regarding the Board of Directors.

The Nomination Board

The Shareholders' Nomination Board consists of the representatives of
the three largest shareholders of Finnair as of 1 September 2015,
namely Eero Heliövaara, Director General of the Government Ownership
Steering Department, Prime Minister's Office (Chairman); Robin
Backman, Portfolio Manager, KEVA; and Timo Ritakallio, Chief
Executive Officer, Ilmarinen. In addition, the Shareholders'
Nomination Board includes Klaus Heinemann, Chairman of Finnair's
Board of Directors.

The above proposals will be included in the notice to convene the AGM,
which will be published later.

For further information, please contact:

Eero Heliövaara, Director General of the Government Ownership Steering
Department, Prime Minister's Office, tel. +358 029 5160 150.

Finnair Plc

Communications

Further information:
Finnair communications, tel. +358 9 818 4020, comms(a)finnair.com

Distribution:
Nasdaq Helsinki
Principal media

Finnair is a network airline specialising in passenger and cargo
traffic between Asia and Europe. Helsinki's geographical location
gives Finnair a competitive advantage, since the fastest connections
between many European destinations and Asian megacities fly over
Finland. Finnair's vision is to offer its passengers a unique Nordic
experience, and its mission is to offer the smoothest, fastest
connections in the northern hemisphere via Helsinki and the best
network to the world from its home markets. Finnair is the only
Nordic carrier with a 4-star Skytrax ranking and a member of the
oneworld alliance. In 2014, Finnair's revenues amounted to EUR 2,400
million and it had a personnel of almost 4,500 at the year-end.
Finnair Plc's shares are quoted on Nasdaq Helsinki.

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http://news.cision.com/finnair/r/proposal-of-the-shareholders--nominatio...

Författare WKR

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