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2009-02-23 17:30:00 CET 2009-02-23 17:31:10 CET REGULATED INFORMATION Kesko Oyj - Company AnnouncementShareholders' proposal to the Annual General Meeting for the composition and remuneration of Kesko Corporation's Board of DirectorsKESKO CORPORATION STOCK EXCHANGE RELEASE 23.02.2009 AT 18.30 1(2) Kesko Corporation's shareholders jointly representing over 10% of the votes carried by the company shares have made a proposal to the Annual General Meeting to be held on 30 March 2009 for the number of members of the Board of Directors, its composition and remuneration. Proposal for composition Kesko Corporation's shareholders who jointly represent over 10% of the votes carried by the company shares have proposed that the company's Annual General Meeting decide the number of members of the Board of Directors to be seven (7), and the following persons be elected as members of the Board of Directors for a term of three years provided in the Articles of Association: Heikki Takamäki, Seppo Paatelainen, Maarit Näkyvä, Ilpo Kokkila, Esa Kiiskinen (new member), Mikko Kosonen (new member), and Rauno Törrönen (new member). All of the member candidates have given their consent to the election. The biographical details of all Board member candidates are available on the Internet at www.kesko.fi. The biographical details of the prospective new members, Esa Kiiskinen, Mikko Kosonen and Rauno Törrönen are as follows: Esa Kiiskinen, b. 1963, retailer of K-supermarket Kontumarket in Helsinki. Kiiskinen has been an active K-retailer since 1990. He is the Chairman of the Board of K-kauppiasliitto ry, the Chairman of the Board of the Foundation for Vocational Training in the Retail Trade, the Chairman of the Board of Vähittäiskaupan Tilipalvelu VTP Oy, a member of the Board of the Federation of Finnish Commerce, and the Chairman of the Board of Saija ja Esa Kiiskinen Oy. Saija ja Esa Kiiskinen Oy, a company controlled by Esa Kiiskinen, has a chain agreement with Kesko Food Ltd. At 30 January 2009, Saija ja Esa Kiiskinen Oy held a total of 101,000 Kesko Corporation A shares, and Esa Kiiskinen held 1,350 Kesko Corporation A shares. Esa Kiiskinen is a Business College Graduate. Mikko Kosonen, b. 1957, President of Finnish Innovation Fund Sitra. In 2007-2008, Kosonen acted as a Sitra Special Advisor, and in 1984-2007, he was employed by Nokia plc in various positions including Senior Vice President for Strategic Planning and Information Management (1996-2005) and Executive Advisor (2005-2007). Kosonen is the Deputy Chairman of the Board of Itella Corporation, a member of the Board of Fifth Element Ltd and a member of the Board of Kauppatieteellinen Yhdistys r.y. Kosonen is Doctor of Science (Economics and Business Administration). Rauno Törrönen, b. 1958, K-citymarket retailer in Joensuu. He has been an active K-retailer since 1998. In 1986-1998, Törrönen acted, among other things, as a member of the management team of Pohjois-Karjalan Osuuskauppa. He is a member of the Board of Vähittäiskaupan Takaus Oy and member of the Board of Alepro Oy. Alepro Oy, a company controlled by Rauno Törrönen, has a chain agreement with Kesko Food Ltd. At 30 January 2009, Alepro Oy held a total of 14,900 Kesko Corporation A shares and 9,600 Kesko Corporation B shares, and Rauno Törrönen held a total of 1,000 Kesko Corporation A shares. Proposal for remuneration In addition, the said shareholders propose that the remuneration of the Board members and that of its Committees' members be paid as follows: the Chair of the Board, an annual fee of 80,000 euros, the Deputy Chair of the Board, an annual fee of 50,000 euros, a member of the Board, an annual fee of 37,000 euros, a meeting fee of 500 euros/meeting for a Board meeting and its Committee's meeting, and a Chair of a Committee who is not the Chair or the Deputy Chair of the Board, a Committee meeting fee of 1,000 euros/meeting. The above proposals will be included in the notice of the Annual General Meeting which will be published separately. Helsinki, 23 February 2009 Further information is available from Vice President, General Counsel Anne Leppälä-Nilsson, tel. +358 1053 22347. Kesko Corporation Paavo Moilanen Senior Vice President, Corporate Communications and Responsibility DISTRIBUTION Helsinki Stock Exchange Main news media |
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