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Nomination and Compensation Committee

The main duties of the Nomination and Compensation Committee have been defined in the Committee's Rules of Procedure approved by the Board of Directors.

The Nomination and Compensation Committee is entrusted to prepare proposals for Sampo's Annual General Meeting on the composition of the Board, the compensation of Board members and the principles on which this compensation is determined. The Committee consults the largest shareholders in these matters.

The Committee is also responsible for preparing proposals for Sampo's Board on the composition and chairmen of the Board's committees, on the appointment of Sampo Group CEO and President and the composition of Sampo Group's Executive Committee, the composition of the Group MD Committee, and on the principles by which the members of the Group Executive Committee are to be compensated and their compensation. As authorised by the Board of Directors, the Committee also decides on the compensation of the members of the Group Executive Committee, excluding the Group CEO and Deputy CEO.

Furthermore, the Committee prepares a proposal for the Board on the appointment, employment conditions and other compensation of Sampo Group's Chief Audit Executive, and on the principles by which Sampo Group's staff are to be compensated. In addition, the Committee is responsible for preparing proposals for the Board on issues relating to the development of good corporate governance and confirming the criteria and processes used for the Board's self-evaluation.

In 2010, the Nomination and Compensation Committee comprised the Chairman of the Board (who acted as the Committee's Chairman), the Vice Chairman of the Board and three members elected from among the members of the Board.

The Chairman of the Nomination and Compensation Committee is Björn Wahlroos, and the other members are Veli-Matti Mattila, Eira Palin-Lehtinen, Matti Vuoria and Christoffer Taxell.

The Committee convened six times in 2010, with no absentees.

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