Back to top

BOARD OF DIRECTORS AND MANAGEMENT

Board of Directors

  • The Board of Directors’ duties and responsibilities are defined primarily by the Articles of Association and the Finnish Limited Liability Companies’ Act. The Board’s duties include:

    • compiling of the Board of Directors’ report, interim reports and financial statements

    • ensuring the proper organization and surveillance of the accounting and asset management

    • preparation of proposals for the General Meeting and the convocation of the General Meetings

    • approval and confirmation of strategic guidelines and the principles of risk management

    • ratification of annual budgets and plans

    • possible appointment of a full-time Chairman, executive Vice Chairman of the Board and appointment of a President and CEO, and decisions on the terms and conditions of their employment

    • decisions on the company’s corporate structure

    • decisions on major acquisitions and investments

    • decisions on other matters falling under the Board’s responsibility by law

    The Board has created rules of procedure stipulating the duties of the Board, its Chairman and its Committees. The Board of Directors holds six regular meetings a year and additional meetings as required. The Board of Directors reviews its own performance and procedures once a year.

  • The Annual General Meeting elects five to ten members and no more than three deputy members to the Board of Directors for one year at a time in accordance with KONE Corporation’s Articles of Association. The Board of Directors elects a Chairman and Vice Chairman among its members. The proposals for Board members are prepared by the Nomination and Compensation Committee and under the steering of the Chairman of the Board. During the preparation and in the proposal to the General Meeting of Shareholders, attention is paid to the board candidates’ broad and mutually complementary background, experience, expertise, age, gender and views of both KONE’s business and other businesses so that the diversity of the board supports KONE’s business and its future in the best available way.

    The Chairman of the Board of Directors of KONE Corporation is Antti Herlin. Jussi Herlin is the Vice Chairman of the Board. The other members of the Board are Matti Alahuhta, Susan Duinhoven, Iiris Herlin, Ravi Kant, Krishna Mikkilineni and Jennifer Xin-Zhe Li. Out of the eight Board Members, five are male and three female.

    Of the Board members, Matti Alahuhta, Susan Duinhoven, Iiris Herlin, Ravi Kant, Krishna Mikkilineni and Jennifer Xin-Zhe Li are independent of the Corporation. With the exception of Antti Herlin, Iiris Herlin and Jussi Herlin, the other Board members are independent of the Corporation’s significant shareholders.

    In 2021, the Board of Directors convened seven times, with an average attendance rate of 100%. Johannes Frände serves as Secretary to the Board and to its Committees.

    Read more about the members of the Board of Directors

  • The Board of Directors has appointed two committees consisting of its members: the Audit Committee and the Nomination and Compensation Committee. The Board has confirmed rules of procedure for both Committees. The Secretary to the Board acts as the Secretary of both Committees.

    The Audit Committee

    The Audit Committee monitors the Group’s financial situation and supervises reporting related to the financial statements and interim reports. The Audit Committee monitors and assesses the adequacy and appropriateness of KONE’s internal control and risk management, as well as the adherence to rules and regulations. It also monitors and evaluates how agreements and other transactions between the company and its related parties meet the requirements relating to ordinary business operations and general market terms and monitors and oversees the financial statement and financial reporting process. In addition, the Audit Committee processes the description of the main features of the internal control and risk management systems pertaining to the financial reporting process included in the company’s corporate governance statement. It also deals with the Corporation’s internal audit plans and reports. The Head of Assurance reports the internal audit results to the Committee. The Audit Committee evaluates the auditing of the Group’s companies and the appropriateness of the related arrangements and auditing services and considers the auditors’ reports. Furthermore, the Committee formulates a proposal to the Annual General Meeting regarding the auditors to be selected for the Corporation.

    Members of the Audit Committee:

    Ravi Kant (Chairman), Matti Alahuhta, Jussi Herlin and Susan Duinhoven. Ravi Kant, Matti Alahuhta and Susan Duinhoven are independent of both the company and of significant shareholders.

    The Audit Committee held three meetings in 2021, with an average attendance rate of 100%.

    Kristian Snäll serves as the Head of Assurance.

    The Nomination and Compensation Committee

    The Nomination and Compensation Committee prepares proposals to be made to the Annual General Meeting regarding the nomination of Board members and their compensation and makes decisions regarding senior management appointments and compensation. The Committee also decides on the compensation systems to be used and prepares the remuneration policy and remuneration report for the company’s governing bodies.

    Members of the Nomination and Compensation Committee:

    Antti Herlin (Chairman), Matti Alahuhta, Jussi Herlin and Jennifer Xin-Zhe Li. Matti Alahuhta and Jennifer Xin-Zhe Li are independent of both the company and of significant shareholders.

    The Nomination and Compensation Committee held four meetings in 2021, with an average attendance rate of 100%.

  • The Annual General Meeting 2022 confirmed an annual compensation of EUR 220,000 for the Chairman of the Board, EUR 125,000 for the Vice Chairman and EUR 110,000 for Board Members. Of the annual remuneration, 40 percent will be paid in class B shares of KONE Corporation and the rest in cash. In addition, the General Meeting confirmed a separate annual compensation to the members of the board committees: Chairman of the Audit Committee: EUR 20,000 and members of the Audit Committee: EUR 10,000, and Chairman of the Nomination and Compensation Committee: EUR 20,000 and members of the Nomination and Compensation Committee: EUR 10,000. The annual compensation of the members of the board committees is paid in cash. Compensation is not paid to a board member who is employed by the company. Board members’ travel expenses and daily allowances are compensated in accordance with the company’s travel expense policy.

    Remuneration of Chairman of the Board and Vice Chairman of the Board with separate employment terms

    Antti Herlin has had a separate employment contract for his role as Full-time Chairman of the Board at KONE until March 2, 2021. The employment-based compensation for Antti Herlin consisted of a base salary and an annual bonus decided by the Board on the basis of the Group’s financial result. The annual bonus may not exceed 100 percent of the recipient’s annual salary. In 2021, Antti Herlin’s base salary was EUR 74,600. In addition, he received a bonus of EUR 290,462 which was earned in 2020. He was also paid EUR 223,500 as compensation for serving as Chairman of the Board. From March 2021 onwards, Antti Herlin will continue in his role as Chairman of the Board but no longer with a separate employment contract as a Full-time Chairman.

    A separate employment contract was entered into with Vice Chairman of the Board Jussi Herlin for his role as the Executive Vice Chairman of the Board as of March 2, 2021. The employment-based compensation for Jussi Herlin consists of a base salary and an annual bonus decided by the Board on the basis of the Group’s financial result. The annual bonus may not exceed 100 percent of the recipient’s annual base salary. In 2021, Jussi Herlin’s base salary was EUR 104,365. In addition, his accrued bonus for 2021 totaled EUR 26,166. This bonus will be paid in 2022. He was also paid EUR 3,500 in meeting fees for Board and Committee work during the time preceding March 2, 2021.

    The Executive Vice Chairman’s retirement age and pension are determined in accordance with Finland’s Pensions Act. No separate agreement regarding early retirement has been made.

    Read more about compensation in the Remuneration Report 2021

    Read more about the general guidelines and framework for the remuneration of the Board of Directors and the President and CEO in the Remuneration Policy

Management

  • KONE Corporation’s Board of Directors appoints Chairman of the Board, the possible executive Vice Chairman of the Board and the President and CEO. The Board determines the terms and conditions of employment of the executive Vice Chairman of the Board and the President and CEO, and these are defined in their respective written contracts. The Chairman of the Board and the Vice Chairman of the Board prepare matters to be considered by the Board together with the President and CEO and the corporate staff. The Chairman of the Board, the Vice Chairman of the Board and the President and CEO are responsible for the execution of the targets, plans, strategies and goals set by the Board of Directors within the KONE Group. The President and CEO is responsible for operational leadership within the scope of the strategic plans, budgets, operational plans, guidelines and orders approved by KONE Corporation’s Board of Directors. The President and CEO presents operational issues to the Board and is responsible for implementing the decisions of the Board.

    Antti Herlin serves as the Chairman of the Board and Jussi Herlin as the Vice Chairman. Henrik Ehrnrooth serves as the President and CEO.

  • The Executive Board supports the President and CEO in executing the corporate strategy. The Executive Board follows business developments, initiates actions and defines operating principles and methods in accordance with guidelines handed down by the Board of Directors and the President and CEO. The Executive Board holds regular monthly meetings and additional meetings as required.

    Members of the Executive Board:

    KONE’s Executive Board consists of President and CEO Henrik Ehrnrooth and 13 Members. The other members of Executive Board are Axel Berkling, Hugues Delval, Johannes Frände, Samer Halabi, Ilkka Hara, William Johnson, Mikko Korte, Maciej Kranz, Karla Lindahl, Tomio Pihkala, Susanne Skippari, Ken Schmid and Tricia Weener.

    Read more about Executive Board members

  • Chairman and Executive Vice Chairman

    See information under "Compensation and other benefits of the Board of Directors"

    President and CEO

    The President and CEO’s compensation consists of a base salary and an annual bonus determined by the Board on the basis of the Corporation’s key targets. The annual bonus may not exceed 150 percent of the recipient’s annual salary.

    Henrik Ehrnrooth’s annual base salary is EUR 750,000. In addition, his accrued bonus for 2021 totaled EUR 835,350, which equaled 74.3% out of the maximum performance. The performance criteria applied to this annual short-term incentive is based on financial, strategic and individual performance. The bonus will be paid in 2022.

    Henrik Ehrnrooth is included in the share-based incentive plan for the Group’s senior management. In April 2021, on the basis of the incentive plan for the year 2020, Henrik Ehrnrooth received a reward of EUR 2,512,242 which consisted of 17,625 KONE class B shares (net) together with a cash bonus to cover taxes and similar charges arising from the receipt of shares. This represents an outcome of 58.7 % out of the maximum earning opportunity. The award will be subject to a restriction period until the end of 2022. The maximum number of KONE class B shares available for earning for the President and CEO for the year 2020 was 30,000 KONE shares. The reward was based on sales growth and profitability as well as growth of KONE’s digital services.

    In January 2021, KONE’s Board of Directors decided on a new performance share plan. The performance criteria applied to the 2021 performance year are based on a combination of annual sales growth and adjusted EBIT margin, as well as improvements in sustainability. The sustainability performance condition is a combination of reductions in carbon footprint, as well as diversity and inclusion and safety related targets. The maximum number of shares available for earning for the President and CEO for the 2021 share-based incentive plan is 53,541 KONE class B shares (gross before deduction for applicable taxes). The final outcome and any potential share awards under the incentive plan for the year 2021 will be confirmed in January 2024, depending on the performance against the criteria set by the Board for the performance years 2021, 2022 and 2023.

    Henrik Ehrnrooth’s retirement age and pension are determined in accordance with Finland’s Pensions Act. No separate agreement regarding early retirement has been made. Should his employment contract be terminated before retirement, he has the right to the equivalent of 18 months’ salary, which includes the salary for a six-month term of notice.

    Read more about the general guidelines and framework for the remuneration of the Board of Directors and the President and CEO in the Remuneration Policy

    See also Remuneration Report 2021

    Executive Board

    The compensation for the members of the Executive Board comprises a base salary and an annual bonus, based on the Group’s annual result and the achievement of individual targets, which can relate to, for example, strategy execution, safety or quality. The bonus amount is determined by the Nomination and Compensation Committee and may not exceed 75 percent of the annual salary.

    The members of the Executive Board are included in the share-based incentive plan for senior management. In April 2021, on the basis of the incentive plan, the members of the Executive Board received a reward of 83,897 KONE class B shares together with a cash bonus equal to the amount required to cover taxes and similar charges arising from the receipt of shares. The maximum number of shares available for earning for the Executive Board for the 2021 share-based incentive plan is 233,794 KONE class B shares (gross before deduction for applicable taxes). The final outcome and any potential share awards under the incentive plan for the year 2021 will be confirmed in January 2024, depending on the performance during the years 2021, 2022 and 2023. If the participant's employment or service relationship with KONE Group terminates before the end of the performance period, the participant, as a rule, forfeits the share award without compensation. As part of the performance share plan for the senior management, a long-term target for their ownership has been set. For the Executive Board members, the long-term ownership target is that the members have an ownership of KONE shares corresponding to at least five years’ annual base salary.

    The total amount of base salary paid to the Executive Board members (excl. President and CEO) was EUR 5.0 million in 2021. The total amount paid to the Executive Board members (excl. President and CEO) based on the annual short-term incentive and the share-based incentive plan was EUR 12.1 million.

    No separate agreement regarding early retirement has been made for the members of the Executive Board. The compensation for the termination of the employment contract prior to retirement is a maximum of 15 months’ salary, which includes the salary for a six-month term of notice.

We use cookies to optimize site functionality and to give you the best possible experience while browsing our site. If you are fine with this and accept all cookies, just click the 'Accept' button. You can also review our privacy statement.

Would you like to explore our corporate site or visit your local website?

Stay on Corporate site

Would you like to browse the solutions available in your area and the local contact information? Please go to your local website.

Your suggested website is

We couldn't determine a local website for you

Go to your suggested website