Borad of directors
The tasks and responsibilities of the Board of Directors of the Company are determined on the basis of the Finnish Companies Act as well as other applicable legislation. The Board of Directors of the Company has general authority to decide and act in all matters not reserved for other corporate governing bodies by law or under the provisions of the Company’s articles of association. The general task of the Board of Directors of the Company is to duly organize Duell’s management and operations. In all situations, the Board of Directors of the Company must act in accordance with Duell’s best interest.
According to the company’s Artciles of Association, The Board of Directors of the company has a minimum of four (4) and a maximum of eight (8) members. The term of office of members of the Board of Directors ends at the close of the annual general meeting of shareholders following their election.
The Board of Directors of the Company is quorate when more than one half of its members are present. A decision by the Board of Directors of the Company is the opinion supported by more than one half of the members present at a meeting. In the event of a tie, the Chairman has the casting vote. The Board of Directors of the Company meets according to a predetermined schedule between six and ten times in a year and, when necessary, holds additional meetings. The Board of Directors of Duell Corporation has a People and Remuneration Committee and Audit Committee. The Board of Directors of the Company may consider establishing committees in the future in order to function effectively taking into account the scope and nature of Duell’s operations and the operating principles of the Board of Directors.
The Board of Directors of Duell Corporation has agreed to establish a People and Remuneration committee. The task of the Committee is to assist the Board in matters related to the nomination and remuneration of CEO and other members of management. In addition, the Committee assists the Board in matters related to the development of the Group’s corporate culture and personnel policy.
According to the Charter, the committee evaluates and prepares structure and allocation of the salary and incentives system as well as performance incentive rules. For the success of the company, the identification, and development of the key talents, and successor planning of the management is utmost important. The Committee reports to the Board of Directors and give the Board an annual summary of its actions during the financial year, including any observations made or recommendations given. The Committee has a charter approved by the Board.
The Committee shall have no more than four (4) members. The Board of Directors elects the members and Chairman of the Committee from among its members each year in its first meeting following the Annual General Meeting. Majority of the members of the Committee shall be independent of the Company as required by the Finnish Corporate Governance Code for members of the Remuneration Committee.
The Board of Directors elects Niko Mokkila, Anu Ora as members and Anna Hyvönen as Chairman of the People and Remuneration Committee.
Charter of People and Remuneration Committee can be accessed from this link.
In the General Meeting held on 1 December, 2022, the Board decided to establish an Audit Committee. Kim Ignatius is elected as the chairman of the committee and Niko Mokkila and Sami Heikkilä as members.
Licentiate of Science (Tech.)
Member of the People and Remuneration committee
Hyvönen is the Current CoB at LeaseGreen and EVP North America, Nordics and Vianor at Nokian Tyres (at Nokian Tyres since 2016). Previous experience includes EVP at Ramirent (2012-2016), various leadership positions at Kone (2008-2012) and several international leadership positions at Nokia Networks (1995-2007). Hyvönen's other BoD experience includes Normet Group
Chairman of the People and Remuneration committee
Member of Audit Committee
Chairman of the Audit Committee
Kim Ignatius has been the chair of the Board of Directors of the Company since November 24, 2021. Mr. Ignatius has been the Chair of the Board of Directors of the Directors’ Institute of Finland since 2019 and the Chair of the Board of Directors and the Chair of the Audit Committee of Rovio Entertainment Corporation since 2017, the Vice Chair of the Board of Directors and Chair of the Audit Committee of University Pharmacy Ltd since 2019, a member of the Board of Directors of Pinoa Foods Oy since 2020 and a member of the Board of Directors and Audit Committee of Elisa Corporation since 2019. Previously, Mr. Ignatius was a member of the Board of Directors and Chair of the Audit and Risk Committee of Fortum Corporation between 2012 and 2020, the Chair of the Board of Directors of Royal Restaurants Ltd between 2018 and 2019, and the Chief Financial Officer/Executive Vice President of Sanoma Corporation between 2008 and 2017. Mr. Ignatius holds a degree in Economics.
M.Sc. (Econ.) and M.Sc. (Tech.)
Member of the People and Remuneration committee
Member of the Audit Committee
Mokkila is the current Managing Director at Hartwall Capital (10/2019-). He is the previous Director at Altor Equity Partners (2007-2019) and analyst at Merrill Lynch (2005-2007). His other experience includes several current Board Memberships, including Konecranes, Terveystalo, Leasegreen and Remeo.