2017-01-24 14:45:00 CET

2017-01-24 14:45:00 CET


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Exel Composites Oyj - Other information disclosed according to the rules of the Exchange

Exel Composites' Shareholders' Nomination Board's proposal for composition and remuneration of the Board of Directors


EXEL COMPOSITES PLC     STOCK EXCHANGE RELEASE    24 JANUARY 2017 at 15:45 EET


Exel Composites' Shareholders' Nomination Board's proposal for composition and
remuneration of the Board of Directors 

Composition of the Board of Directors

The Shareholders' Nomination Board elected by the Annual General Meeting of
Exel Composites Plc proposes to the Annual General Meeting to be held on 4
April 2017 that Mr Petri Helsky, Mr Reima Kerttula and Mr Jouko Peussa be
re-elected as members of the Board for the term ending at the closure of the
Annual General Meeting of 2018. The Nomination Board also proposes that Mr Kai
Kauto and Ms Helena Nordman-Knutson be elected as new members of the Board of
Directors. 

Mr Kauto (50) is currently President of the Finnish Teknoware Oy. Teknoware is
an internationally operating expert supplier of interior lighting systems for
commercial vehicles and emergency lighting systems for public premises and
ships. Previously Mr Kauto has, among other positions, served as General
Manager at Thermo Fischer Scientific Oy. He holds an M.Sc. in mechanical
engineering. 

Ms Nordman-Knutson (52) is currently Senior Director at Hallvarsson &
Halvarsson, a Swedish communications agency with expertise in the field of
corporate and financial communications, corporate social responsibility and
investor relations among others. In addition to a career offering strategic
advisory for technology companies, she has a strong background of equity
analysis. Ms Nordman-Knutson holds an M.Sc. in international politics and an
M.Sc.in economics. 

Matti Hyytiäinen (Vice Chairman of the Board of Directors since 2016 and member
since 2015) and Heikki Hiltunen (member since 2011) have informed that they are
not available for re-election. 

The Nomination Board further proposes that the Annual General Meeting resolves
to re-elect Reima Kerttula as Chairman of the Board of Directors for the term
ending at the closure of the Annual General Meeting of 2018. 

All nominees are independent of the Company and its major shareholders, and
have given their consent for the election. 

Remuneration of the Board of Directors

The Nomination Board proposes to the Annual General Meeting of 4 April 2017
that the annual remuneration for the Board members shall be as follows: yearly
remuneration of EUR 41,000 (previous year EUR 36,000) for the Chairman of the
Board of Directors and additionally EUR 1,500 for attendance at Board and
committee meetings and other similar Board assignments, and the other Board
members be paid a yearly remuneration of EUR 19,000 (previous year EUR 18,000)
and additionally EUR 1,000 for attendance at Board and committee meetings and
other similar Board assignments. 

Out of the yearly remuneration 60% would be paid in cash and 40% in Exel
Composites Plc shares, which would be acquired directly for and on behalf of
the members of the Board of Directors during 6 April - 27 April 2017 from the
stock exchange market in amounts corresponding to EUR 16,400 for the Chairman
and EUR 7,600 for each of the other members. The annual remuneration shall
encompass the full term of office of the Board of Directors. If the required
amount of shares cannot be acquired during the specified period in accordance
with applicable rules and regulations, the part of yearly remuneration to be
paid in shares which could not be acquired can be paid in cash. Should the term
of any member of the Board of Directors come to an end for whatever reason
before the next Annual General Meeting, such member of the Board of Directors
will have to return to the Company the remuneration or equivalent amount in
cash already received but not yet earned at that point in time. 

The Nomination Board also proposes that travel expenses and other out-of-pocket
expenses arising from the Board work be compensated in accordance with the
Company's established practice and travel rules. 

The Nomination Board comprises four members nominated by the largest
shareholders, and the Chairman of the Board of Directors, acting as an expert
member. The largest shareholders of the Company were determined on the basis of
the shareholdings registered in the Finnish book-entry system on 3 October
2016. 

The composition of the Nomination Board preparing the proposal for the Annual
General Meeting 2017 is the following: 

  -- Ted Roberts, Nordea Asset Management, as Chairman of the Nomination Board
  -- Claes Murander, Lannebo Fonder AB
  -- Kalle Saariaho, OP Fund Management Company 
  -- Tuomas Virtala, Danske Invest Finland    
  -- Reima Kerttula, Chairman of the Board of Directors 


Vantaa, 24 January 2017



Exel Composites Plc
Riku Kytömäki, President & CEO


For further information, please contact:
Riku Kytömäki, President and CEO
tel. +358 50 511 8288
riku.kytomaki@exelcomposites.com

Mikko Kettunen, CFO
tel. +358 50 347 7462
mikko.kettunen@exelcomposites.com

Distribution
Nasdaq Helsinki Ltd
Main news media
www.exelcomposites.com


Exel Composites in brief

Exel Composites (www.exelcomposites.com) is a leading composite technology
company that designs, manufactures and markets composite products and solutions
for demanding applications. Exel Composites provides superior customer
experience through continuous innovation, world-class operations and long-term
partnerships. 

The core of the operations is based on own, internally developed composite
technology, product range based on it and strong market position in selected
segments with a strong quality and brand image. Profitable growth is pursued by
a relentless search for new applications and development in co-operation with
customers. The personnel’s expertise and high level of technology play a major
role in Exel Composites’ operations. Exel Composites Plc share is listed in
Nasdaq Helsinki Ltd.