Composition, responsibilities and duties of the Board 

Stora Enso is managed by the Board of Directors under international corporate governance principles. The Board is among others responsible for overseeing the management and the proper organisation of Stora Enso’s operations.

 

Board structure and independence
  • The Board comprises 6-11 ordinary members appointed by the shareholders at the AGM for a one-year term.
  • The Board shall have a majority of independent directors. "Independence” = no material relationship with Stora Enso other than as director.
  • Currently, the Board has nine ordinary members, who are independent and not affiliated with Stora Enso.
  • The Board has long and extensive experience within paper industry, finance, marketing, capital markets and large international corporations.
  • All directors are required to deal at arm's length with the Company and its subsidiaries and to disclose circumstances that might be perceived as a conflict of interest. 
    See CV's of the Board members  

The Board’s working order describes the working practices of the Board. A summary of key contents is published in the Annual Report and on the website.

  • The Board appoints the CEO, Deputy CEO, Chief Financial Officer (CFO) and other GET members.
  • The Board reviews and determines the compensation of the CEO. 
  • The Board supervises the operation and management of Stora Enso and decides on significant matters related to strategy, investments, organisation and finance. 
  • The Board meets at least five times a year. The Board members meet regularly without management in connection with Board meetings. 
  • The Board evaluates its performance annually. 
  • The Board’s work is supported through its committees: the Financial and Audit Committee and the Compensation committee. Each committee's chairman and members are appointed by the Board annually. 
  • The Board approves and reviews the Corporate Governance code and the charters of the Board Committees.
    Read the whole working order

 

The tasks and responsibilities of the Board Committees are defined in their charters, which are approved by the Board. Both Financial and Audit, and Compensation Committees:

  • evaluate their performance annually
  • are allowed to use external consultants and experts when necessary and
  • shall have access to all information needed.

Each Committee's chairman and members are appointed by the Board annually.

In 2007

The Board of Directors had nine members and convened twelve times during the year. On average, directors attended 86% of the meetings.