In order to ensure that the tasks of the Board of Directors are effectively managed, Metsäliitto Cooperative's Board of Directors has an Audit Committee and a Compensation Committee. The Committees do not have authority to make decisions independently; the Board of Directors makes the decisions on matters based on the preparation of the Committees. The Board of Directors elects the members of the Committee from among its members.
The Audit Committee assists the Board of Directors in performing its monitoring task. In this task, the Committee assesses and supervises matters related to financial reporting, auditing, internal audit and risk management in accordance with a separate procedure approved for it. The Audit Committee comprises a minimum of three (3) members, the majority of whom are independent of Metsä Group, elected by the Board of Directors from among its members. The Chairman of the Supervisory Board has the right to participate
in the meetings of the Board of Directors. Furthermore, the President and CEO attends the meetings of the Audit Committee, except for the times when the Audit Committee wishes to convene without the presence of the executive management.The Audit Committee regularly reports to the Board of Directors on its operations and observations.
Currently, the Chairman of the Audit Committee is Ilkka Salonen and the members are Jussi Linnaranta and Mikko Mäkimattila.
The purpose of the HR Committee is to assist the Board of Directors in ensuring that Metsä Group has appropriate and competitive pay systems and successor and development planning in accordance with the procedure approved by the Board of Directors. In its task, the Committee presents, for example, the terms of the employment relationship of the CEO and the President and CEO, the pay systems for top management, and the key principles in the top management's contracts to the Board of Directors for their decision. In addition, the HR Committee presents the annual targets for the top management to the Board of Directors and monitors their realisation. Furthermore, the committee reviews the matters related to the compensation systems of the top management and proposes them to the Board of Directors for their decision.
The HR Committee comprises three (3) members elected annually by the Board of Directors from among its members. The majority of the members of the HR Committee must be independent of Metsä Group, and a member of Metsä Group's acting management may not be a member of the Committee. The HR Committee shall regularly report to the Board of Directors on its operations.
Currently, the Chairman of the HR Committee is Arto Hiltunen and the members are Jussi Linnaranta and Timo Saukkonen.