Corporate Governance Statement,
reporting period Jan. 1 – Dec. 31, 2015

Board of Directors and the Composition  and Operation of Committees Established by the Board

The Board of Directors is responsible for the Company´s governance and proper organization of the operations. The Board of Directors comprises three to seven (3-7) members and in addition it may have one to three (1-3) deputy members. The Annual General Meeting shall elect the members of the Board of Directors for a term which expires at the end of the following Annual General Meeting. The number of terms for the members of the Board of Directors is not limited. The Board of Directors selects a Chairman among its members.

The Annual General Meeting held on April 15, 2015 elected five (5) members to the Board of Directors. The following members of the Board of Directors were elected: Jorma Halonen, Juha Hulkko, Seppo Laine, Staffan Simberg and Erkki Veikkolainen. The Board of Directors elected Seppo Laine as the Chairman of the Board of Directors at its assembly meeting on April 15, 2015. The Board had the same composition already from the beginning of the year 2015 until the Annual General Meeting. The Board of Directors decided in its assembly meeting held on April 15, 2015 to elect Staffan Simberg (Chairman of the Committee), Seppo Laine, Authorized Public Accountant and Erkki Veikkolainen as members of the Audit and Finance Committee. A corporate governance target is that at least half of the members of the Board of Directors are independent from immediate Company interest. In addition, at least two of the Directors representing this majority shall be independent from significant shareholders of the Company. On April 15, 2015 Jorma Halonen, Seppo Laine, Staffan Simberg and Erkki Veikkolainen were considered independent members of the Board as regards both the Company and its significant shareholders. Juha Hulkko was not independent from significant shareholders as his ownership in the Company exceeded 10 percent of the Company´s share capital.

The Extraordinary General Meeting held on September 14, 2015 elected Ms. Kirsi Komi, Mr. Juha Putkiranta and Mr. Seppo Mäkinen as new members of the Board of Directors. The new members of the Board of Directors replaced Jorma Halonen, Juha Hulkko and Seppo Laine, who had notified their resignation from the Board of Directors when the term of the new members of the Board of Directors commences. Mr. Staffan Simberg and Mr. Erkki Veikkolainen chosen earlier to the Board of Directors continued in their positions with the new members of the Board of Directors. The members of the Board of Directors were considered independent members of the Board as regards both the Company and its significant shareholders. In the assembly meeting held on November 5, 2015 the Board of Directors elected Erkki Veikkolainen as the Chairman of the Board. Further, the Board of Directors resolved to elect Staffan Simberg (Chairman of the committee) and Kirsi Komi as members of the Audit and Financial Committee and to invite the former Chairman of the Board of Directors Seppo Laine external advisor of the Board of Directors.

  

Chairman of the Board of Bittium Corporation

Erkki Veikkolainen

b. 1952, M.Sc. (EE), eMBA

Full-time occupation: Mevita Invest Oy, CEO

Positions of trust:
Bittium Corporation (prev. Elektrobit Corporation), Member of the Board 2008-2015, Chairman of the Board 2015- 
Elcoflex (Suzhou) Co. Ltd, Member of the Board 2007-
Elcoflex Oy, Member of the Board 2015-, Chairman of the Board 2006-2015 
Maustaja Oy, Member of the Board 2006-...

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Member of the Board of Bittium Corporation

Kirsi Komi

b. 1963, LL.M. Master of Laws

Full-time occupation: Professional Board Member

Positions of trust: 
Bittium Oyj, Member of the Board, Member of the Audit and Financial Committee 2015-
Directors' Institute of Finland, Member of the Board 2015-...

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Member of the Board of Bittium Corporation

Seppo Mäkinen

b. 1952, M.Sc. Physical Chemistry

Full-time occupation: Professional Board Member

Positions of trust: 
Bittium Corporation, Member of the Board 2015-
Neurotar Oy, Member of the Board 2015-
MedGroup Oy, Member of the Board 2013-
Valirx Plc, Member of the Board 2013-...

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Member of the Board of Bittium Corporation

Juha Putkiranta

b. 1957, M.Sc. Engineering

Full-time occupation: Saafricon Oy, CEO

Positions of trust: 
Bittium Corporation, Member of the Board 2015-
Nordcloud Oy, Member of the Board 2015-
Meontrust Oy, Advisor of the Board 2013-
Tuotantotalouden kilta, Prodekon negotiation board member 2008-...

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Member of the Board of Bittium Corporation

Staffan Simberg

b. 1949, MBA

Full-time occupation: Professional Board Member, Management Consultant

Positions of trust: 
Bittium Corporation (prev. Elektrobit Corporation), Member of the Board 2008- and Chairman of the Audit and Financial Committee 2010-
Oriola-KD Corporation, Member of the Board and Audit Committee 2015-...

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