Owner control | The government quietly changed its policy: Government officials are no longer appointed to the boards of listed companies

State has quietly decided not to appoint officials to the boards of listed companies.

The state has a significant stake in three listed companies: 56 percent in the airline Finnair, 51 percent in the energy company Fortum and 45 percent in the oil refining company Neste.

Until now, the board of each of these has had a person working in the owner steering department of the Government Office.

Europe– and the Minister of Ownership Anders Adlercreutz (r) according to the matter “there is no drama involved in itself”.

“The principle of the representation of civil servants on the boards of listed companies has varied over time,” Adlercreutz commented on the matter to HS via text message.

According to Adlercreutz, the goal of the change is to clarify the principle of ownership control. In the future, we will continue to try to influence the operations of listed companies through shareholder nomination committees and general meetings, as well as by having a dialogue with the chairmen of the boards and company management.

About change has not been made public in any way.

On Wednesday, the nomination committees of the shareholders of Finnair, Fortum and Neste announced that the financial advisors Go to Pajumaa, Maija Strandberg and Kimmo Viertola are no longer available for the next board term.

Viertola is the previous head of the ownership steering department, while Strandberg was appointed to the position on Thursday.

Pajumaa's replacement for Finnair's board is proposed Jussi from Siito, who works as the CFO of the conglomerate Fiskars. Also, no one from the ownership steering department was nominated to replace Viertola on Neste's board of directors.

No one will be nominated to replace Strandberg on Fortum's board, but its composition will be reduced by one member.

Officials on the boards of listed companies have been the subject of criticism many times, perhaps most prominently in the last government term. Fortum's board of directors aligned the remuneration of the top management against the goal of the main owner, i.e. the state, even though Viertola, the head of the ownership steering department at the time, sat on the board.

In the end, Viertola's subordinate objected at the general meeting to the proposal that his superior had been making on the board.

The outwardly confusing pattern was due to the fact that board members never represent an individual shareholder, but rather their task is to promote the interests of the company and all of its shareholders.

At that time, Viertola could not discuss the matter with the owner control department in advance either. The company and its board of directors must be cautious about providing information about the company to individual shareholders if the same information is not available to all investors.

State representatives on the boards of companies are to be addressed in the internal regulation of the Government Office, which is currently being prepared. It would limit the actions of officials of the ownership steering department on the boards of unlisted companies.

The purpose of the order is to secure the neutrality, objectivity and independence of ownership management. The starting point is that civil servants could serve
on the boards of the state's special purpose companies, but overall on the boards of no more than two unlisted companies.

The order would limit, in particular, the appointment of the head of the ownership steering department to the boards of the companies that fall under this area of ​​responsibility.

Kimmo Viertola, Minna Pajumaa and Maija Strandberg have represented the state on the boards of Fortum, Finnair and Neste. Picture: Heikki Saukkomaa / Magazine photo Emmi Korhonen / Magazine photo

State the ownership steering policy is defined in the principle decision on the ownership policy. The principle decision in force is the previous one, Sanna Marini (sd) from the time of the government.

According to the decision in principle, as part of the management of corporate assets, the state places its representatives on the boards of the companies it owns.

“In board elections, it is ensured that the persons to be elected understand both the principles of the state owner and the company-specific strategic goals and commit to them.”

However, this does not mean that the persons should work in the ownership management department.

Petteri Orpon (kok) the government's decision in principle was supposed to be completed by the end of 2023 according to the government program, but the negotiations between the government parties are still ongoing.