TeliaSonera (STO:TLSN) (HEX:TLS1V) (LSE:TEE) (Nasdaq:TLSN):
The Nomination Committee has finalized its preparations for to the Annual General Meeting on April 3, 2013. The Nomination Committee proposes that the Board continues to consist of eight members. The Committee proposes re-election of Olli-Pekka Kallasvuo and Per-Arne Sandström and nominates Marie Ehrling, Mats Jansson, Tapio Kuula, Nina Linander, Martin Lorentzon and Kersti Sandqvist as new members. As earlier announced the Committee proposes that Marie Ehrling is elected Chairman of the Board and proposes Olli-Pekka Kallasvuo as Vice-Chairman of the Board.
The preparations of the Nomination Committee for the Annual General Meeting 2013, which started in September 2012, have been more extensive than normally. After the attention regarding TeliaSonera's investments in Uzbekistan and the Board's decision to appoint the law firm Mannheimer Swartling to investigate any irregularities in this regard, the Nomination Committee has worked with different scenarios. One such scenario was that a substantial change in the composition of the Board would be required, as a consequence of the results of the investigation.
The conclusion of the Nomination Committee is that TeliaSonera needs a new start in many respects. This conclusion is based on the Committee’s interviews with board members and the former CEO regarding the board’s internal work and the company’s current situation, as well as on the conclusions in the Mannheimer Swartling report and the subsequent external communication by the Board of Directors of TeliaSonera.
The Nomination Committee was at an early stage informed that the Chairman of the Board, Anders Narvinger and the Vice-Chairman of the Board, Timo Peltola and Director Lars Renström decline re-election. Further, the Directors Ingrid Jonasson Blank, Maija-Liisa Friman and Jon Risfelt have also informed the Nomination Committee that they decline re-election.
The Nomination Committee has strived to propose nominees that in total possess competencies and experience that reflect the future challenges for TeliaSonera. All together sex new board members are proposed:
Marie Ehrling (born 1955) was President of TeliaSonera’s Swedish operations between 2003 and 2006. Prior to that she was employed by SAS 1982–2002. Today, Marie Ehrling has several board assignments. She is Vice-Chairman of Nordea and serves as member of the Boards of Securitas, Oriflame and Schibsted, among others.
Mats Jansson (Born 1951) was CEO of SAS between 2007 and 2010 and prior to that worked as CEO of Axel Johnson AB (2005 – 2007) and served as Chairman of the Board and CEO of Axfood (2000 – 2005). Currently Mats Jansson is Chairman of the Board of Delhaize Group and senior advisor of JP Morgan.
Tapio Kuula (Born 1957) is since 2009 CEO and President of the Finnish Fortum and prior to that he held several managerial positions in the Fortum Group.
Nina Linander (Born 1959) former partner at Stanton Chase International between 2006 and 2012 and prior to that Head of Treasury at Electrolux (2001 – 2005). Nina Linander is currently a board member of Neste Oil, Specialfastigheter and Awapatent, among others.
Martin Lorentzon (Born 1969) founder and Chairman of the Board of Spotify. He was also founder of TradeDoubler where he also served as a board member.
Kersti Strandqvist (Born 1963) is Head of Corporate Sustainability since 2010 and a member of the Group Management of SCA. Prior to that she served as business area manager within the SCA Group (1997 – 2010).
Remuneration to the Board of Directors (until the Annual General Meeting 2014) is proposed to be SEK 1,200,000 to the Chairman (1,100,000), SEK 750,000 to the Vice-Chairman (450,000) and SEK 450,000 (unchanged) to all other board members that not are employed by the company.
The remuneration to the Chairman and the members of the Audit Committee is proposed to be unchanged at SEK 150,000 for the Chairman and SEK 100,000 for each of the other members. The remuneration to the Chairman of the Remuneration Committee is proposed to be increased to SEK 65,000 (55,000) and for the other members to SEK 45,000 each (35,000).
The Nomination Committee believes that TeliaSonera's Board needs to intensify and deepen its work on sustainability issues. Therefore the Committee recommends that the Board establishes a special Sustainability and Ethics Committee. Remuneration to the chairman of such a committee is proposed at SEK 150,000 and SEK 100,000 to each of the other members.
PricewaterhouseCoopers AB are proposed to be re-elected as auditors until the end of next Annual General Meeting 2014.
TeliaSonera’s Nomination Committee consists of Kristina Ekengren (Swedish State, Chairman), Kari Järvinen (Finnish State via Solidium Oy), Jan Andersson (Swedbank Robur Funds), Per Frennberg (Alecta) and the Chairman of the Board, Anders Narvinger (Chairman of the Board of Directors). The Nomination Committee represents shareholders with approximately 54.2 percent of the votes in the company.
TeliaSonera AB discloses the information provided herein pursuant to the Swedish Securities Markets Act and/or the Swedish Financial Instrument Trading Act. The information was submitted for publication at 8 a.m. CET on February 14, 2013.
For more information, please contact the TeliaSonera press office +46 771 77 58 30, email@example.com, visit our Newsroom or follow us on Twitter @TLSN_Media.
Statements made in the press release relating to future status or circumstances, including future performance and other trend projections are forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of TeliaSonera.
TeliaSonera provides network access and telecommunication services in the Nordic and Baltic countries, the emerging markets of Eurasia, including Russia and Turkey, and in Spain. TeliaSonera helps people and companies communicate in an easy, efficient and environmentally friendly way. Our ambition is to be number one or two in all our markets, providing the best customer experience, high quality networks and cost efficient operations. TeliaSonera is also the leading European wholesale provider with a wholly-owned international carrier network. In 2012, net sales amounted to SEK 105 billion, EBITDA to SEK 36.1 billion and earnings per share to SEK 4.59. The TeliaSonera share is listed on NASDAQ OMX Stockholm and NASDAQ OMX Helsinki. Read more at www.teliasonera.com.
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