Shareholders and Finnfund Act
Finnfund is owned by the State of Finland 84,2 %, Finnvera 15,7 % and Confederation of Finnish Industries EK 0.1 %. Finnfund is operating under the auspices of the Ministry for Foreign Affairs.
Finnfund operates in accordance with the Act on a Limited Liability Company Named Teollisen yhteistyön rahasto Oy (291/79 amended).
Governing bodies
The Company is governed by the Annual General Meeting, the Supervisory Board, the Board of Directors and the Managing Director.
Annual General Meeting
The Annual General Meeting is to be held each year in May at the latest. An extraordinary meeting of shareholders is to be held whenever the Board of Directors or Supervisory Board deem it necessary or when it must be held according to law.
The Annual General Meeting will handle all the matters designated to it in the Articles of Association and the Companies Act.
Supervisory Board
The Supervisory Board is comprised of 12 members whom the Annual General Meeting shall elect for three years at a time. Four members shall resign annually.
The Supervisory Board shall elect a Chairman and Vice Chairman from among its members for one year at a time.
The task of the Supervisory Board is to supervise the administration of the Company as seen to by the Board of Directors and the Managing Director and to give its statement to the Annual General Meeting regarding the financial statements and the audit.
The Supervisory Board shall elect the members and deputy members of the Board of Directors for two years at a time, appoint a Chairman and Vice Chairman from among the members of the Board of Directors and determine their remuneration.
In addition, the Supervisory Board can give the Board of Directors instructions in matters that are of broad import or significant in principle.
Board of Directors
The Board of Directors is comprised of six members, each of whom has a personal deputy member.
Of the members, two and their deputies shall be experts in development cooperation and one member and his deputy shall be experts in trade with developing countries. They shall be elected from among the candidates named by the Ministry for Foreign Affairs. Furthermore, one member and his deputy shall be experts acquainted with the management of state finances and they shall be elected from among the candidates named by the Ministry of Finance. One member and his deputy shall be experts in state special financing and be appointed from among the candidates named by Finnvera Oyj. In addition, one of the members shall have special expertise in corporate and industrial affairs in Finland and in developing countries.
The task of the Board of Directors is
to make decisions regarding financing and investments and to confirm the Company's practical operational policy;
to decide with respect to the pro cura right of signing for the Company;
to see to those matters which are not specifically set out as the province of the Supervisory Board in the above;
to appoint the Managing Director and determine his salary and compensation; and
to decide on the calling of meetings of shareholders and to prepare the matters to be dealt with at them.
Managing Director
The Company has a Managing Director whose task is to see to the Company’s day-to-day administration in accordance with the instructions and regulations issued by the Board of Directors.
Remuneration
The remuneration of the members of the Supervisory Board is approved by the Annual General Meeting. The remuneration of the Board of Directors is approved by the Supervisory Board and it is the same as the remuneration of the members of the Supervisory Board. The chairs receive a monthly fee of 1000 euros, the deputy chairs a monthly fee of 600 euros, while the ordinary members receive a monthly fee of 500 euros. In addition, all members receive a fee of 200 per meeting attended.
The remuneration of the Managing Director is approved by the Board of Directors. The Managing Director has the right to retire at the age of 60. In 2008 the total remuneration of the Managing Director was 161 637 euros.
Audit
The Company has one auditor, a firm of authorized public accountants, the PricewaterhouseCoopers Oy. The principal Auditor is Mr Juha Tuomala, APA.