The Board of Directors is the Company’s highest decision-making body after the General Meeting.
Nanoform’s Board of Directors is responsible for the management of the Company and for the proper arrangement of its operations and is responsible for the appropriate arrangement of the supervision of the Company’s accounts and finances. The Board of Directors uses regular reports and other information provided thereto by the Company’s management to stay informed of any developments in the Company’s operations and finances. The Board of Directors gives instructions to the CEO of the Company concerning the management and the proper arrangement of the operations of the Company. The Board of Directors have, furthermore, several other duties as set out in the Finnish Companies Act, the Company’s articles of association and Nanoform’s Charter of the Board of Directors.
Board members are elected by the General Meeting for the period until the end of the next Annual General Meeting. Pursuant to the company’s Articles of Association, the Board consist of at least three members and no more than six members. As required by the Finnish Corporate Governance Code, the majority of the directors shall be independent of the Company and at least two directors shall also be independent of the Company and of the significant shareholders of the Company. The Company fulfils the independence requirements of the Board of Directors set out by the Finnish Corporate Governance Code.
The Board of Directors has decided that the Company does not have a separate Nomination Committee. The duty of the Board of Directors is to prepare and present the proposal to the general meeting on the appointment of the members of the Board of Directors.
The Board of Directors consists of three ordinary members, including the Chair of the Board of Directors all of whom are elected for the period up until the end of the Annual General Meeting 2021. The Annual General Meeting decides on the remuneration of the Board of Directors.
Diversity supports the overall goal that the Board of Directors has optimal competence profile to support the Company’s existing and future business and is conceived as an integral part and a success factor enabling the achievement of the Company’s strategic and operational goals. Important factors for the Company are the mutually complementary expertise of the members, their education and experience in different professional areas and industrial sectors, businesses in various stages of development, leadership experience, and personal capabilities. The diversity of the Board of Directors is supported by experience in various industries and international operating environment and various industries and different cultures. Furthermore, taking the age and gender ratio into account is considered as important.
Nanoform’s objective is to achieve representation of both genders in the Board of Directors. As means to achieve the aforesaid objective, the Board of Directors seeks to include representatives of both genders in the directors candidates search and evaluation process.