Board committees

The Board of Directors of Verkkokauppa.com Plc has established two board committees for the preparation of board matters. The board committees are the Audit Committee and the Remuneration Committee.

At its constitutive meeting after the Annual General Meeting, the Board of Directors elects the members of these committees from among the Board members.

The Board of Directors has confirmed written charters for the committees. The committees report to the Board of Directors.

The Audit Committee

The Audit Committee shall prepare the monitoring and supervision duties of the board in matters related to the Company's financial reporting, efficiency of internal control and audit and risk management function and the independence of the Company's auditor.

The Audit Committee comprises a Committee Chairman and at least two additional members appointed by the Board of Directors. The majority of the members of the Audit Committee shall be independent of the Company, and at least one member shall also be independent of the Company’s major shareholders. The Audit Committee meets at least four times a year.

The Committee consists of Board members Kai Seikku (Chairperson), Arja Talma (Vice Chairperson) and Christoffer Häggblom. Kai Seikku and Arja Talma are independent of the Company and the Company’s significant shareholders. Christoffer Häggblom is independent of the Company but not of its significant shareholder. Qualification requirements regarding the members of the committee have been taken into consideration when appointing the members.

The Remuneration Committee

The Remuneration Committee shall ensure the efficient preparation of remuneration matters in relation to board members, the chief executive officer and the other senior members of executive management.

The Remuneration Committee comprises a Committee Chairman and at least two additional members appointed by the Board of Directors. The majority of the members of the Remuneration Committee shall be independent of the Company and the Chief Executive Officer or other executives of the Company shall not be appointed to the Committee.

The Committee consists of Board members Arja Talma (Chairperson), Christoffer Häggblom, Johan Ryding and Kai Seikku. All members of the Remuneration Committee are independent of the Company and the Company’s significant shareholders, except Christoffer Häggblom is independent of the Company but not of its significant shareholder. Qualification requirements regarding the members of the committee have been taken into consideration when appointing the members.