Stora Enso's Board proposals to the Annual General Meeting


Stora Enso's Board proposals to the Annual General MeetingStora Enso Oyj Stock Exchange Release 7 February 2007 at 09.00 GMTStora Enso's Board has in its meeting decided that the Annual General Meeting (AGM) will be held in Helsinki on Thursday 29 March 2007. The Board has proposed the following: Matters to be resolved by the AGM pursuant to Article 14 of the Articles of Association of the CompanyAdoption of the financial statement of the parent company and the consolidated financialstatement Disposal of the profit of the year and distribution of dividendThe Board of Directors has decided to propose to the AGM that the Company distributes a dividend of EUR 0.45 per share for the year 2006. Payment of dividendThe dividend shall be paid to shareholders that on the dividend record date are registered in the register of shareholders maintained by the Finnish Central Securities Depository or in the separate register of shareholders maintained by VPC for VPC-registered shares. Dividends payable for VPC-registered shares will be forwarded by VPC and paid in Swedish krona. Dividends payable to ADR holders will be forwarded by Deutsche Bank Trust Company Americas and paid in US dollars. The Board of Directors has determined that the dividend record date shall be 3 April 2007. The Board of Directors proposes to the AGM that the dividend payment be issued by the Company on 17 April 2007. Resolution concerning discharge of the members of the Board of Directors and the Managing Director from liability Number of members of the Board of DirectorsThe Nomination Committee proposes to the AGM that the Board of Directors shall have nine (9) members. Number of AuditorsShareholders representing more than 50% of the votes in the Company have confirmed that they will propose to the AGM that the number of auditors be one (1). Remuneration of the members of the Board of DirectorsThe Nomination Committee proposes to the AGM that the annual remuneration for the members of the Board of Directors be as follows: ChairmanEUR 135 000Deputy Chairman EUR 85 000MembersEUR 60 000In addition, annual remuneration shall be paid to members of the Board Committees as follows:Financial and Audit CommitteeChairman EUR 20 000Member EUR 14 000 Compensation CommitteeChairman EUR 10 000MemberEUR 6 000 Remuneration for the auditorsShareholders representing more than 50% of the votes in the Company have confirmed that they will propose to the AGM that remuneration for the auditors be paid according to invoice until the end of the following AGM. Election of the members of the Board of DirectorsThe Nomination Committee proposes to the AGM that the present Board members Gunnar Brock, Lee A. Chaden, Claes Dahlbäck, Dominique Hériard Dubreuil, Birgitta Kantola, Ilkka Niemi, Jan Sjöqvist, Matti Vuoria and Marcus Wallenberg be re-elected to continue in their office to serve until the end of the following AGM. Election of AuditorsShareholders representing more than 50% of the votes in the Company have confirmed that they will propose to the AGM that Authorised Public Accountants PricewaterhouseCoopers Oy be elected to act as auditor of the Company until the end of the following AGM. Other MattersAppointment of Nomination CommitteeThe Nomination Committee proposes that the AGM appoint a Nomination Committee to prepare proposals concerning (a) the number of members of the Board of Directors, (b) the members of the Board of Directors, (c) the remuneration for the Chairman, Vice Chairman and members of the Board of Directors and (d) the remuneration for the Chairman and members of the committees of the Board of Directors. The Nomination Committee shall consist of four members:- the Chairman of the Board of Directors- the Vice Chairman of the Board of Directors - two members appointed by the two largest shareholders (one each) according to the register of shareholders on 1 October 2007. The Chairman of the Board of Directors shall convene the Nomination Committee and before 31 January 2008 the Nomination Committee shall present its proposals for the AGM to be held in 2008. The member of the Board of Directors may not be appointed as Chairman of the Nomination Committee. Annual remuneration of EUR 3 000 shall be paid to a member of the NText version / Internet version / Print / Close