Ruukki applies the Finnish Corporate
Governance Code.
  
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Managing Director


The Board appoints the CEO, who is responsible for the day-to-day management of the company in accordance with the instructions issued by the Board. As of 12 September 2008 Mr. Alwyn Smit has been the company's CEO.

The main terms of the CEO agreement signed with Alwyn Smit on 11 September 2008 are the following:

  • fixed monthly gross salary of EUR 30,000
  • bonus salary is based on targets set by the Board in advance and annually capped at 24 months’ gross salary
  • bonus salary for the financial year 2009 performance has been tied to four indicators as defined by the Board in the summer 2009 (the relative importance of each indicator presented in brackets): 1) realised EBITDA of the current businesses (60%); 2) Ruukki Group Plc's share price performance (25%); 3) completion of unfinished acquisition processes (10%); 4) other factors (5%)
  • based on the EGM resolution in October 2008, Smit has altogether 2,900,000 option rights from the I/2008 option scheme; if the CEO resigns on his initiative the company has the unilateral right to cancel the options
  • Smit does not have any extra pensions and pension age benefits
  • Company is obliged to arrange Smit life, travel and occupational health insurances
  • annual vacation totals 5 weeks
  • non-competition is valid six months after the CEO agreement has been terminated
  • in case the employer terminates the agreement, six months notice period and the notice period pay is applied; if the CEO terminates the agreement the notice period is three months


Mr. Matti Vikkula worked as CEO between 1 September 2007 and 31 July 2008. Before him Mr. Antti Kivimaa worked as CEO from November 2004 till August 2007.

Introduction of the CEO >>


Corporate Governance Code recommendations:

Recommendation 34:

The managing director’s service terms and conditions shall be specified in writing in the managing director’s service contract, which is approved by the board, and the financial benefits included in which shall be described.

Complied

The Managing Director and the Company have made a written contract in which the Managing Director’s service terms and conditions are specified.

Recommendation 35:

The company shall report the biographical details and information on the holdings of the managing director.

Complied

The Managing Director’s biographical details and information on the holdings are published on the company website.

Managing Director's biographical details >>
Managing Director's holdings >>

Recommendation 36:

The managing director shall not be elected chairman of the board.

Complied