Corporate Governance
This site serves to provide key information about our corporate governance policies. These policies provide a framework for the proper operation of our company, consistent with our shareholders' best interests and the requirements of the law.
Stonesoft Oyj, the parent company of the Group is registered in Finland and domiciled in Helsinki, Finland. In the administration and management of the company, Stonesoft Oyj applies the laws of Finland, the company's Articles of Association, and the rules of procedure of the company's Board of Directors and its committees. Stonesoft also applies the Corporate Governance recommendations for listed companies prepared by the NASDAQ OMX Helsinki Ltd, the Central Chamber of Commerce and the Confederation of Finnish Industries EK. Stonesoft also applies the insider guidelines of the NASDAQ OMX Helsinki Ltd.
The CEO is responsible for the operative management of Stonesoft with the assistance of the
Executive Management. The Executive Management convenes regularly and all issues addressed in the
meetings and related decisions are recorded in the meeting minutes.
The responsibilities of the Executive Management include, among others:
• Business operations management and financial performance review globally
• Annual strategic planning and implementation of the strategy
• Preparation and processing of adjustment plans that are crucial for the Group’s business
operations
• Preparation of global guidelines and standards of activity applicable in the Group as well
as supervision of compliance with them
Principles on compensation system targeted to the CEO of the company and other management and the relating decision-making procedure
The Board of Directors determines the compensation of the CEO. The CEO determines the
compensation of other management. The salary paid to the members of the Executive Management
having profit responsibility consists of a fixed salary and a commission and other members have a
fixed salary. The members of the Executive Management with a fixed salary participate to the
Strategic Bonus Scheme targeted to all employees on fixed salary. The bonuses paid from this Bonus
Scheme are determined semi-annually based on the company’s result and team targets achieved by
individual teams. The Board decides on the granting of stock option rights to the Executive
Management.