Orthex has submitted their listing application to Nasdaq Helsinki for its shares to be listed on the official list of Nasdaq Helsinki. Upon completion of the planned listing, the company is to prepare a remuneration policy that will be presented to the Annual General Meeting in the spring 2022.
Remuneration of the Board of Directors
According to the Limited Liability Companies Act, the Annual General Meeting of Shareholders decides on the remuneration payable to the members of the Board of Directors. The Board prepares the presentation for the remuneration of Board members to the General Meeting.
In 2021 the members of the Board of Directors will be paid the following monthly remuneration January 1‒March 1, 2021: Chairman of the Board is paid 2,500 € and each member is paid 1,400 €. From April 1, 2021 onwards, the monthly remuneration amounts to: Chairman of the Board 4,000 € and each member 2,000 €.
The remuneration for the Board of Directors is monetary. Board members are not compensated separately for Board meetings. Travel expenses resulting from Board meetings are compensated in accordance with the company’s travelling compensation regulations. Remuneration for the company’s Board members does not include pension payments. Members of the Board of Directors are not included in Orthex’s short-or long-term incentive programs.
Remuneration of the CEO and other Management Team members
The Board of Directors decides on the remuneration including terms received by the CEO and members of the Management Team. The remuneration of the CEO and other members of the Management Team consists of fixed monthly salary and a bonus.
The objective of Orthex’s remuneration program is to retain key persons and motivate them to improve their performance. Orthex’s remuneration program among other things, grants the Management Team members performance based monetary bonuses in addition to their fixed salary. Furthermore, the remuneration program’s aim is to guide the members of the management team to support the growth and competitiveness of the company.
Payments under the remuneration plan are discretionary and tied to the company’s operating result as well as relevant performance indicators and/or individual performance targets. The company’s Board of Directors annually determines and approves in advance the terms and objectives of the incentive plan, including performance metrics and their weighting.
The members of the Management Team are entitled to a statutory pension.
Orthex does not have a share-based incentive program.
Terms of service of the CEO and Management Team
The CEO’s contract contains a mutual period of notice of six months, and the CEO is obligated to work during the period of notice, provided that the CEO is not relieved of his work obligation by the company. If the company relieves the CEO of his work obligation during the period of notice, also the obligation to pay salary is terminated.
If the company terminates the contract of employment, the CEO is, under certain conditions, entitled to a severance payment corresponding to twelve months’ full salary.
The period of notice for other Management Team members is eight months when Orthex terminates the contract, and four months when the Management Team member terminates the contract. The company is entitled to relieve the Management Team member of his duties during the period of notice. The Management Team member’s obligation to work is at most four months regardless of which party terminates the contract.