Tietoevry Corporation’s Shareholders’ Nomination Board has announced its proposals for the company’s Annual General Meeting (AGM) in 2026. The recommendations cover board remuneration, the number and election of board members, amendments to the Nomination Board Charter, and details about the composition of the Nomination Board.
For board remuneration, the Nomination Board proposes that annual fees remain unchanged from 2025: EUR 140,200 for the Chairperson, EUR 75,000 for the Deputy Chairperson, and EUR 56,700 for ordinary members. Additional annual fees are suggested for committee roles—EUR 20,000 for committee chairpersons and EUR 10,000 for committee members. Attendance fees of EUR 800 per meeting will also apply. Employee representatives would receive annual fees of EUR 15,600 as ordinary members or EUR 7,800 as deputy members.
The proposal includes an option allowing board members to receive their remuneration partly or fully in Tietoevry shares purchased from the market. Members can choose between several cash-to-share ratios ranging from all cash to all shares. “The Shareholders’ Nomination Board is of the opinion that increasing the long-term shareholding of Board members will benefit all the shareholders. Every member of the Board of Directors elected by the Annual General Meeting is expected to over a five-year period accumulate a shareholding in the company that exceeds his/her one-time annual remuneration.” Remuneration for employee representatives will be paid in cash.
The Nomination Board recommends keeping eight elected board members. It proposes re-electing current directors Nina Bjornstad, Elisabetta Castiglioni, Marianne Dahl, Tomas Franzén (as Chairperson), Harri-Pekka Kaukonen, Gustav Moss and Petter Söderström; Mikko Kettunen is nominated as a new member replacing Bertil Carlsén who is not seeking re-election. If approved by shareholders and pending an amendment to its Charter regarding officer appointments on the board, Marianne Dahl would become Vice Chairperson.
Mikko Kettunen brings over two decades of experience in finance and governance across various companies and currently holds positions at Raute Corporation, Fira Oy and Elcoline Group Oy.
According to Tietoevry’s announcement: “The Shareholders’ Nomination Board has considered in their proposal the composition of the Board of Directors as to its overall structure as well as individual members’ versatile and mutually complementary professional expertise and experience. The Shareholders’ Nomination Board therefore proposes that the Board of Directors is elected as a whole.”
In addition to these nominees chosen by shareholders at large meetings, employees have selected Björn Tjernström and Minna Kilpala—with Ilpo Waljus and Tommy Sander Aldrin serving as deputies—to serve on Tietoevry’s board until after next year’s AGM.
An amendment to update references following a brand change from Tietoevry to Tieto is also proposed within revisions to its Charter governing how major shareholders are determined each year (moving key dates up from August 31st to June 1st). Other changes include updating qualification criteria—such as requiring corporate governance expertise—and emphasizing sustainability matters over ESG terminology while reinforcing compliance with Finnish Corporate Governance Code recommendations.
The four-member Shareholders’ Nomination Board preparing these proposals consists of Annareetta Lumme-Timonen (Solidium), Alexander Kopp (Incentive), Jukka Vähäpesola (Elo), Mikko Lantto (Ilmarinen), along with Tomas Franzén representing Tietoevry’s own board leadership.
More information about candidates’ backgrounds can be found on the company website.
