Composition and functions of Supervisory Board

VR-Group Ltd’s Supervisory Board comprises at least six (6) and at most twelve (12) members. The chair and the members of the Supervisory Board are elected by the Annual General Meeting. The Supervisory Board elects a vice chair from among its members. The term of the chair and member of the Supervisory Board is one (1) year and it expires at the end of the next Annual General Meeting following the election. The Annual General Meeting decides on the fees paid to members of the Supervisory Board.

Representatives of the personnel organisations also attend the meetings of the Supervisory Board of VR-Group Ltd. The Raideammattilaisten yhteisjärjestö JHL (Railway section of the trade union JHL) , the Finnish Locomotivemen's Union, Rautatiealan Teknisten Liitto (Union of Railway Technical Personnel), Rautatievirkamiesliitto (Union of Railway Officials) and VR Akava are represented on the Supervisory Board. The personnel organisation representatives have the right to be present and to speak at meetings, but they are not full members of the Supervisory Board.

The Supervisory Board will:

  • supervise the management of the company that is under the responsibility of the Board of Directors and the President and CEO, and ensure that the company’s affairs are managed in compliance with sound business principles, with good profitability as the aim, and in accordance with legislation, the articles of association and the decisions of the Annual General Meeting;
  • give the Board of Directors instructions on matters of wide-ranging or fundamental significance;
  • submit an opinion on the financial statements and the auditors’ report to the Annual General Meeting; and
  • review the financial and annual plans that include proposals for substantial changes to the main service offering, and monitor the implementation of these plans.

Until 30 October 2015, the following persons served as ordinary members of the Supervisory Board of VR-Group Ltd:

Chair:

Kari Rajamäki (b. 1948), former Member of Parliament

Members:

Christina Gestrin (b. 1967), former Member of Parliament

Pertti Hemmilä (b. 1955), former Member of Parliament

Inkeri Kerola (b. 1957), former Member of Parliament

Timo V. Korhonen (b. 1959), Member of Parliament

Merja Kuusisto (b. 1954), former Member of Parliament

Asmo Maanselkä (b. 1981), party secretary

Aino-Kaisa Pekonen (b. 1979), Member of Parliament

Riikka Slunga-Poutsalo (b. 1971) party secretary

Oras Tynkkynen (b. 1977), former Member of Parliament

Raija Vahasalo (b. 1961), former Member of Parliament

Raimo Vistbacka (b. 1945), former Member of Parliament

On 30 October 2015, the extraordinary general meeting of VR-Group Ltd elected the following persons as ordinary members of the company’s Supervisory Board from 30 October 2015:

Chair:

Ville Tavio (b. 1984), Member of Parliament

Members:

Touko Aalto (b. 1984), Member of Parliament

Thomas Blomqvist (b. 1965), Member of Parliament

Lauri Ihalainen (b. 1947), Member of Parliament

Elsi Katainen (b. 1966), Member of Parliament

Timo V. Korhonen (b. 1959), Member of Parliament

Kai Mykkänen (b. 1979), Member of Parliament

Outi Mäkelä (b. 1974), Member of Parliament

Arto Pirttilahti (b. 1963), Member of Parliament

Riikka Slunga-Poutsalo (b. 1971), party secretary

Katja Tammela (b. 1974), Member of Parliament

Erkki Virtanen (b. 1952), former Member of Parliament

Representatives of personnel organisations in 2015:

Risto Elonen, Chairman, Finnish Locomotivemen's Union

Vesa Mauriala, Chairman, Raideammattilaisten yhteisjärjestö JHL (Railway section of the trade union JHL)

Veijo Sundqvist, Chairman, VR Akava

Kari Vähäuski, Chairman, Rautatievirkamiesliitto (Union of Railway Officials) (until 23 April 2015, Seppo Juselius)

Johanna Wäre, Chair, Rautatiealan Teknisten Liitto (Union of Railway Technical Personnel)

The Supervisory Board met eight (8) times during 2015.

The fees paid to the Supervisory Board under the decision of the Annual General Meeting of 15 April 2015 are as follows:

Chair EUR 800 /meeting, Vice chair EUR 600 /meeting, Member EUR 500 /meeting.

In 2015, the members of the Supervisory Board were paid fees totalling EUR 53,700. This total comprises the fees paid to the chair, vice chair, members and the representatives of the personnel organisations.

Supervisory Board members also receive a free VR rail pass.