Konecranes Oyj - Company Announcement

KONECRANES PLC - KONECRANES PLC’S NOMINATION AND COMPENSATION COMMITTEE'S PROPOSAL FOR COMPOSITION AND COMPENSATION OF THE BOARD OF DIRECTORS

KONECRANES PLC  STOCK EXCHANGE RELEASE  February 4, 2014 at 9.30 a.m.

PROPOSAL ON BOARD COMPOSITION

Konecranes Plc's Nomination and Compensation Committee proposes to the Annual
General Meeting of Shareholders on March 27, 2014 the number of Board members
be eight (8). 

The Committee proposes that all current Board members be re-elected as members
of the Konecranes Board of Directors for a term until the close of the Annual
General Meeting in 2015: Mr. Svante Adde, Mr. Stig Gustavson, Mr. Tapani
Järvinen, Mr. Matti Kavetvuo, Ms. Nina Kopola, Mr. Bertel Langenskiöld, Ms.
Malin Persson, and Mr. Mikael Silvennoinen. 

The Committee's aim is to see to that the number of the directors and the
composition of the board shall make it possible for the board to discharge its
duties in an efficient manner. The composition shall take into account the
needs of the company's operations and the development stage of the company. 

CVs of the proposed Board members are attached.

All candidates have given their consent to the election.

With the exception of Mr. Stig Gustavson, the Board members are deemed to be
independent of the company under the Finnish Corporate Governance Code. Mr.
Gustavson is not deemed independent of the company based on the Board's overall
evaluation relating to his former and current positions in Konecranes, combined
with his substantial voting rights in the company. 

With the exception of Mr. Bertel Langenskiöld, the Board members are
independent of significant shareholders of the company. Mr. Langenskiöld is not
independent of significant shareholders of the company based on his current
position as the Managing Director of Hartwall Capital Oy Ab. HTT KCR Holding Oy
Ab holds more than 10 percent of Konecranes Plc's shares and votes. HTT KCR
Holding Oy Ab is a subsidiary of Hartwall Capital Oy Ab. In addition, HTT KCR
Holding Oy Ab, K. Hartwall Invest Oy Ab, Fyrklöver-Invest Oy Ab and Ronnas
Invest AG will in practice co-operate in matters concerning their ownership in
Konecranes Plc. 

COMPENSATION OF THE BOARD OF DIRECTORS

The Nomination and Compensation Committee proposes that the remuneration
payable to the members of the Board to be elected at the Annual General Meeting
for the term until the close of the Annual General Meeting in 2015 be unchanged
from 2013 as follows: Chairman of the Board EUR 105,000, Vice Chairman of the
Board EUR 67,000, and other Board members EUR 42,000. The Committee furthermore
proposes that 50 per cent of the annual remuneration be paid in Konecranes
shares purchased on the market on behalf of the Board members. The remuneration
may also be paid by transferring treasury shares based on the authorization
given to the Board of Directors by the General Meeting. In case such purchase
of shares cannot be carried out due to reasons related to either the company or
a Board member, the annual remuneration shall be paid entirely in cash. In
addition, the Chairman of the Board, the Vice Chairman of the Board, and other
Board members are entitled to a compensation of EUR 1,500 per attended Board
committee meeting. The Chairman of the Audit Committee is, however, entitled to
a compensation of EUR 3,000 per attended Audit Committee meeting. No
remuneration will be paid to Board members employed by the company. Travel
expenses will be compensated against receipt. 

KONECRANES PLC

Miikka Kinnunen
Director, Investor Relations

FURTHER INFORMATION
Miikka Kinnunen, Director, Investor Relations tel. +358 (0)20 427 2050

Konecranes is a world-leading group of Lifting Businesses™, serving a broad
range of customers, including manufacturing and process industries, shipyards,
ports and terminals. Konecranes provides productivity-enhancing lifting
solutions as well as services for lifting equipment and machine tools of all
makes. In 2012, Group sales totaled EUR 2,170 million. The Group has 11,900
employees at 626 locations in 48 countries. Konecranes is listed on the NASDAQ
OMX Helsinki (symbol: KCR1V). 



DISTRIBUTION
NASDAQ OMX Helsinki
Media
www.konecranes.com


ATTACHMENT:

ADDITIONAL INFORMATION RELATING TO THE PROPOSAL BY THE NOMINATION AND
COMPENSATION COMMITTEE FOR COMPOSITION OF THE BOARD OF DIRECTORS 

Stig Gustavson
b. 1945
Chairman of the Board since 2005. Board Member since 1994 and Member of the
Nomination and Compensation Committee since 2006. 
M.Sc. (Eng.), Dr.Tech. (hon.)

Principal occupation: Board professional

Primary working experience: KCI Konecranes Plc 1994 - 2005: President and CEO;
KONE Cranes division 1988 - 1994: President; KONE Corporation 1982 - 1988 and
prior to 1982: holder of various executive positions in major Finnish
corporations 


Current key positions of trust: Ahlström Capital Oy: Chairman of the Board;
Cramo Plc: Chairman of the Board; Dynea Oy: Vice Chairman of the Board;
Handelsbanken Regional Bank Finland: Chairman of the Board; Oy Mercantile Ab:
Vice Chairman of the Board; ÅR Packaging AB: Chairman of the Board; IK
Investment Partners: Senior Regional Advisor; Technology Academy Foundation:
Chairman of the Board; Mutual Pension Insurance Company Varma: Member of the
Supervisory Board 

Stig Gustavson is deemed to be dependent of the company based on the Board's
overall evaluation relating to his former and current positions in Konecranes
combined with his substantial voting rights in the company. He is independent
of any significant shareholder. 

Shares: 4,149

* Konecranes Plc has on December 28, 2011 received information according to
which the Chairman of the company's Board of Directors, Mr Stig Gustavson has
donated all of the shares he at that time owned in Konecranes Plc to his near
relatives retaining himself for life the voting rights and right to dividend
attached to the donated shares. The donation encompassed in total 2,069,778
shares which corresponds to approximately 3.27 percent of all of the company's
shares and voting rights. 


Svante Adde
b. 1956
Board Member since 2004, Member of the Audit Committee since 2004 and Chairman
of the Audit Committee since 2008. 
B.Sc. (Econ. and Business Administration)

Principal occupation: Senior Adviser, Lincoln International, board professional

Primary working experience: Pöyry Capital Limited, London 2007 - 2013: Managing
Director; Compass Advisers, London 2005 - 2007: Managing Director; Ahlstrom
Corporation 2003 - 2005: Chief Financial Officer; Lazard London and Stockholm
2000 - 2003: Managing Director; Lazard London 1989 - 2000: Director; Citibank
1979 - 1989: Director 

Current key positions of trust: Meetoo AB: Chairman of the Board; Rörvik Timber
AB: Board Member; Cambium Global Timberlands Ltd: Board Member 

Independent of the company and its significant shareholders.

Shares: 6,770


Bertel Langenskiöld
b. 1950
Board Member since 2012 and Chairman of the Nomination and Compensation
Committee since 2012. 
M.Sc. (Eng.)

Principal occupation: Managing Director, Hartwall Capital Oy Ab

Primary working experience: Metso Paper and Fiber Technology 2009 - 2011:
President; Metso Paper 2007 - 2008: President; Metso Paper's Fiber Business
Line 2006 - 2007: President; Metso Minerals 2003 - 2006: President; Fiskars
Corporation 2001 - 2003: President and CEO; Tampella Power/Kvaerner Pulping,
Power Division 1994 - 2000: President 

Current key positions of trust: Karelia-Upofloor Oy: Board Member; Luvata Oy:
Board Member; Inkerman International AB: Board Member 

Bertel Langenskiöld is independent of the company. He is deemed to be dependent
of significant shareholders of the company based on his current position as the
Managing Director of Hartwall Capital Oy Ab. HTT KCR Holding Oy Ab holds more
than 10 percent of Konecranes Plc's shares and votes. HTT KCR Holding Oy Ab is
a subsidiary of Hartwall Capital Oy Ab. In addition, HTT KCR Holding Oy Ab, K.
Hartwall Invest Oy Ab, Fyrklöver-Invest Oy Ab and Ronnas Invest AG will in
practice co-operate in matters concerning their ownership in Konecranes Plc. 

Shares: 1,659


Tapani Järvinen
b. 1946
Board Member since 2009 and Member of the Audit Committee since 2009.
M.Sc. (Eng), Lic. Sc. (Tech.)

Principal occupation: Board professional

Primary working experience: Outotec Oyj 2006 - 2009: President and CEO;
Outokumpu Technology, Finland 2003 - 2006: President and CEO; Outokumpu Oyj,
Finland 2000 - 2005: Executive Vice President and Member of the Group Executive
Committee; Compañía Minera Zaldívar, Chile 1994 - 2000: General Manager and CEO 

Current key positions of trust: Okmetic Oyj: Vice Chairman of the Board;
Outotec Oyj: Board Member; Normet Oy: Board Member; Talvivaara Mining Company
Plc: Chairman of the Board; Dragon Mining Ltd, Australia: Board Member; Finpro
ry: Vice Chairman of the Board 

Independent of the company and its significant shareholders.

Shares: 4,263


Matti Kavetvuo
b. 1944
Board Member since 2001. Chairman of the Nomination and Compensation Committee
2009 - 2011 and Member since 2012. 
Member of the Audit Committee 2004 - 2008.
M.Sc. (Eng.), B.Sc. (Econ.)

Principal occupation: Board professional

Primary working experience: Pohjola Group Plc 2000 - 2001: CEO; Valio Ltd 1992
- 1999: CEO; Orion Corporation 1985 - 1991: CEO; Instrumentarium Corp. 1979 -
1984: President 


Current key positions of trust: no current key positions of trust

Independent of the company and its significant shareholders.

Shares: 10,749


Nina Kopola
b. 1960
Board Member since 2011 and Member of the Nomination and Compensation Committee
since 2011. 
M.Sc. (Chemical Engl.), Lic. Sc. (Tech.)

Principal occupation: President and CEO, Suominen Corporation


Primary working experience: Dynea Oy 2008 - 2011: Executive Vice President,
President Europe; Dynea Oy 2006 - 2008: Executive Vice President, Global Market
Applications; Dynea Oy 2005 - 2006: Group Vice President, Marketing; Dynea Oy
2000-2005: Various management positions in Marketing, Controlling and Business
Analysis 

Current key positions of trust: Chemical Industry Federation of Finland: Board
Member; Finnish Plastics Industries Federation: Board Member 

Independent of the company and its significant shareholders.

Shares: 2,375


Malin Persson
b. 1968
Board Member since 2005 and Member of the Audit Committee since 2012. Member of
the Nomination and Compensation Committee 2005 - 2011. 
M.Sc. (Eng.)

Principal occupation: President & CEO, Chalmers University of Technology
Foundation 

Primary working experience: Volvo Group: Holder of various executive positions
including: Volvo Technology Corporation: President and CEO; AB Volvo: Vice
President, Corporate Strategy and Business Development; Volvo Transport
Corporation: Vice President, Business & Logistics Development 

Current key positions of trust: Hexpol AB: Board Member; Beckers Industrial
Coatings: Board Member 

Independent of the company and its significant shareholders.

Shares: 5,918


Mikael Silvennoinen
b. 1956
Board member since 2008 and Member of the Audit Committee since 2008.
M.Sc. (Econ.)

Principal occupation: Executive Chairman of the Board, IMS Talent Oy

Primary working experience: Pohjola Group 1997 - 2013: President and CEO, 1989
- 1997: Holder of various executive positions; Wärtsilä Group 1986 - 1989:
Group Treasurer 

Current key positions of trust: Unico Banking Group: Board Member; The Finnish
Foundation for Share Promotion: Board Member 

Independent of the company and its significant shareholders.

Shares: 4,702