Governance
Board of Directors
Board of Directors
he Board of Directors is responsible for the administration of Kempower Corporation and the proper organization of its operations. The Board of Directors has the general authority to decide on all matters related to the Company’s administration and other matters which, according to law or the Articles of Association, do not belong to the Annual General Meeting or the CEO.
The Board is elected by the Annual General Meeting. The Remuneration and Nomination Committee prepares the appointments of the members of the Board of Directors for the Annual General Meeting. According to the Articles of Association, the Company’s Board of Directors may consist of a minimum of four (4) and a maximum of eight (8) ordinary members.
The term of office of a member of the Board of Directors begins at the end of the Annual General Meeting at which he or she is elected, and ends at the end of the Annual General Meeting following his or her election. The Annual General Meeting elects the Chair and Vice Chair of the Board, whose term of office is the same as that of the members of the Board
To see holdings of the Board of Directors please see the page Manager’s Transactions.
Vesa Laisi
Chair of the Board 2024–, Member of the Board, 2021–2024
b. 1957
M.Sc. in Electronics; Master of Science in Economics
Relevant work experience
President, Danfoss Drives, Danfoss A/S, 2015–2022
CEO, Vacon Plc, 2002–2014
Positions of trust
Danfoss Group Executive Team member 2015 – 2022
Advisor for the Board, Wirepas Oy, 2017–
Independent of the company and independent of the company’s significant shareholders.
Holding: 31,097 shares
Antti Kemppi
Vice Chair of the Board, 2024–, Chair of the Board 2017–2024
b. 1978
Master’s degree in Accounting and Finance
Relevant work experience
CEO, Kempinvest Oy, 2005–
CEO, Kemppi-Yhtiöt Oy, 2012-2020
CEO, Kiinteistö Oy Uusikartano, 2019–
Positions of trust
Chair of the Board, Kemppi Group Oy, 2017-
Chair of the Board, Kiinteistö Oy Eagle Lahti, 2021–
Chair of the Board, Okeroisten Toimitilat Oy, 2020–
Chair of the Board, Craft Meats Oy, 2020–
Chair of the Board, Kempinnotkon Asunnot Oy, 2018–2022
Chair of the Board, Kempinpuiston Asunnot Oy, 2018–2022
Chair of the Board, Herralan Tontit Oy, 2018–2022
Chair of the Board, Potestas Oy, 2015–
Chair of the Board, Facultas Oy, 2012–
Chair of the Board, M Helsinki Oy, 2010–2022
Member of the Board, Kemppi Oy, 2006–
Member of the Board, Gelit Oy, 2019–2022
Member of the Board, Kiinteistö Oy Uusikartano, 2019–
Member of the Board, Kipinä Terveys Osuuskunta, 2018–2021
Member of the Board, Kempinvest Oy, 2017–
Member of the Board, M Helsinki Oy, 2022-
Member of the Board, Kemppi-Yhtiöt Oy, 2011-2022
Senior advisor, Dear Lucy Oy, 2016–
Founding member, Kasvuryhmä Suomi ry, 2015–
Member of the delegation, Päijät-Hämeen Vesijärvisäätiö sr, 2015–
Member of the Board, Volantes Oy, 2018–2021
Member of the Board, Svenska Handelsbanken AB (publ), Branch Operation in Finland, Lahti office, 2016–2017
Independent of the company, not independent of the company’s significant shareholders.
Indirect ownership: Kempinvest Oy. Kempinvest Oy owns 348,432 shares. Voting majority in Facultas Oy. Facultas Oy owns 17,501 shares. Voting majority in Potestas Oy. Potestas Oy owns 17,501 shares.
Teresa Kemppi-Vasama
Member of the Board, 2018–
b. 1970
Master’s degree in Political Science; MBA
Relevant work experience
CEO, Kemppi-Yhtiöt Oy, 2020–
CEO, Lomapilke Oy, 2010–2019
CEO, Kemppi Oy, 2017
Director, strategy and development, Finnish Red Cross, 2006–2009
Positions of trust
Chair of the Board, Kemppi Oy, 2014–
Chair of the Board, Auro Invest Oy, 2007–
Vice Chair of the Board, Kemppi-Yhtiöt Oy, 2020–
Vice Chair of the Board, Lappeenranta Lahti University of Technology, 2018–
Vice Chair of the Board, Lahden Teollisuusseura ry, 2014–
Member of the Board, Cargotec Corporation, 2017–
Member of the Board, Kemppi Group Oy, 2012–
Member of the Board, Kiinteistö Oy Eagle Lahti, 2021–
Member of the Board, Okeroisten Toimitilat Oy, 2020–
Member of the Board, Viipurin Taloudellinen Korkeakouluseura ry (VITAKO), 2020–
Member of the Board, Kempinnotkon Asunnot Oy, 2018–
Member of the Board, Kempinpuiston Asunnot Oy, 2018–
Member of the Board, Herralan Tontit Oy, 2018–
Member of the Board, Ferax Oy, 2009–
Vice member of the Board, Technology Industries of Finland, 2020–
Chair of the representative assembly, Perheyritysten liitto ry, 2021–Member of the representative assembly, Liikesivistysrahaston Kannatusyhdistys ry, 2019–
Member of the representative assembly, Perheyritysten liitto ry, 2015–
Member of the representative assembly, Lahden Teollisuusseuran Säätiö sr, 2014–
Member of the representative assembly, Päijät-Hämeen Vesijärvisäätiö sr, 2011–
Chair of the Board, Kemppi-Yhtiöt Oy, 2012–2020
Member of the Board, Kemppi Kiinteistöt Oy, 2012–2019
Member of the Board, Lomapilke Oy, 2010–2019
Chair of the Board, Association for Finnish Work, 2015–2018
Independent of the company, not independent of the company’s significant shareholders.
Indirect ownership: Majority owner of Bellator Oy. Bellator Oy owns 24,390 shares. Majority owner of Montia Oy. Montia Oy owns 24,390 shares.
Olli Laurén
Member of the Board, 2023–
MBA – INSEAD
Nationality: Finnish and American
Relevant work experience
Egon Zehnder, 2001-
Senior Adviser/Managing Partner (present)
Global Head, Machinery & Industrial Technology Practice
Managing Partner, Calgary and Helsinki
CEO, Arnold’s Bakery & Café, Helsinki, Finland, 1996 – 2001
Positions of trust
Chairman, Arnold’s Bakery & Café, Helsinki, Finland, 1996 – 2006
Independent of the company and independent of the company’s significant shareholders.
Holding: 2,050 shares
Eriikka Söderström
Member of the Board, 2021–
b. 1968
Master of Science in Economics
Relevant work experience
CEO, Ab Börsligan Oy, 2005–
CFO, F-Secure Corporation, 2017–2021
CFO, KONE Corporation, 2014–2016
CFO, Vacon Plc, 2009–2013
Positions of trust
Member of the Board, Amadeus IT Group, 2022–
Member of the Board, NV Bekaert SA, 2020–
Member of the Board, Valmet Corporation, 2017–2024
Independent of the company and independent of the company’s significant shareholders.
Holding: 29,181 shares
Tuula Rytilä
Member of the Board, 2023–
b. 1967
M.Sc. in Economics
Relevant work experience
Corporate Vice President, Microsoft Digital Stories, Microsoft Corporation (2016-2023)
Corporate Vice President, Post-Sale Monetization, Microsoft Corporation (2015-2016)
Corporate Vice President, Devices Marketing, Microsoft Corporation(2014-2015)
Chief Marketing Officer, Nokia Oyj (2012-2014)
SVP, Smart Devices Portfolio & Business Management, Nokia Oyj (2011-2012)
VP, Location Services, Nokia Oyj (2010-2011)
Management Positions, Nokia Oyj (1999-2009)
Positions of Trust
Breville Group Ltd., Member of the Board, 2023 –
eBrands, Member and Advisor of the Board of Directors, 2023 –
Bang & Olufsen, Member of the Board, 2019 –
National Nordic Museum, Member of the Board of Trustees, 2019 –
Independent of the company and the company’s significant shareholders.
Holding: 1,150 shares
Barbara Thierart-Perrin
Member of the Board, 2024-
b. 1978
Relevant work experience
President, Northvolt Systems, Northvolt AB, Sweden (2023 – )
Vice President, Northvolt Systems, Northvolt AB, Sweden (2021 – 2023)
Vice President Planning & Programs Africa, Middle-East, India region, Nissan Motor Corporation, Japan (2018 – 2021)
Accessories and merchandising Program Director & head of BU, Renault SAS (2015 – 2018)
Strategy and corporate Planning, Renault SAS (2014 – 2015)
Positions of Trust
Member of the Board of Directors, Tekna Holding ASA (2022 – )
The Board of Directors is responsible for the Company’s administration and the proper organization of operations, and for ensuring that the Company’s accounting and financial management are properly supervised.
The Board of Directors deals with matters that are far-reaching and fundamentally important for the operations of the Company and its subsidiaries. The Board of Directors must manage the Company in a professional manner and in accordance with sound and prudent business principles. The Board’s task is to promote the interests of the Company and all of its shareholders.
Kempower Corporation’s Board of Directors has approved written rules of procedure for the Board’s duties, matters to be discussed, meeting procedures and decision-making procedures.
he Board complies with Nasdaq Helsinki Oy’s insider guidelines and is committed to complying with them and the Company’s own insider guidelines. In addition, each member of the Board has a duty of confidentiality with respect to all information he or she receives about the Company or any other matter in his or her capacity as a member of the Board.
Once a year, the Board evaluates its own operations and working methods as a selfassessment.
The Board shall meet as often as necessary to carry out its duties. A quorum is reached when more than half of the Board’s members are present. The decision of the Board of Directors shall be the opinion supported by more than half of those present, or, in case of an equal number of votes, the Chair has the casting vote. The CEO and CFO regularly attend the Board’s meetings. The CEO presents a CEO’s review at all Board meetings. Other persons whose presence is necessary due to the matter under discussion shall also attend the Board meeting. The Company’s General Counsel shall act as the Secretary of the Board of Directors.
The Board confirms the key tasks and operating principles of the committees in the rules of procedure. The Board elects the members and the Chair of each committee. Each committee must have at least three members with the expertise required for the duties. The task of the committee is to assist the Board in preparing matters pertaining to the Board. The committees do not have independent decision-making power and report on their work to the Board.
Audit Committee
The scope of the Company’s business also requires the preparation of matters concerning financial reporting and control in a smaller Audit Committee than the entire Board. The members of the Audit Committee shall have sufficient expertise and experience, taking into account the Committee’s remit and the statutory audit responsibilities.
The Audit Committee assists the Board in preparing matters concerning financial reporting and control.
Convening after the Annual General Meeting 2024, the Board of Directors appointed from among its members the following members to Audit Committee:
- Chair Eriikka Söderström
- Antti Kemppi
- Vesa Laisi
- Olli Laurén
Remuneration and Nomination Committee
The task of the Remuneration and Nomination Committee is to prepare the appointments and remuneration of the members of the Board of Directors and to prepare the appointments and remuneration of both the CEO and the members of the Management Team. The task of the committee is to promote and develop the transparency and systematic nature of the selection processes and the remuneration system, and to comply with the principles of good corporate governance. The committee prepares the remuneration policy and the remuneration report and presents it at the Annual General Meeting and promotes the development of know-how and ability, as well as succession planning.
Convening after the Annual General Meeting 2024, the Board of Directors appointed from among its members the following members Remuneration and Nomination Committee:
- Chair Tuula Rytilä
- Teresa Kemppi-Vasama
- Vesa Laisi
- Olli Laurén
Technology Committee
In 2024 the board decided to establish a technology committee to monitor the implementation of the company’s innovation and technology strategy. The following members were elected as members of the Technology Committee:
- Chair Vesa Laisi
- Antti Kemppi
- Tuula Rytilä