Board committees

The Board of Directors has set up two permanent committees consisting of Board members and has confirmed rules of procedure for these committees. Both committees report to the Board of Directors

Audit Committee

The Audit Committee comprises four Board members. The rules of procedure for and responsibilities of the Audit Committee have been established in the Charter of the Audit Committee approved by the Board
of Directors.

The task of the Audit Committee is to deal with matters relating to financial statements, auditing work, internal controls and compliance matters, the scope of internal and external audits, fees paid to auditors, the Group’s tax position, the Group’s financial policies and other procedures for managing Group risks.

In addition, the Audit Committee prepares a recommendation for the Annual General Meeting
concerning the election of an external auditor and auditing fees. The Audit Committee met five times during 2016 and the average attendance rate was 96%.

Remuneration Committee

The Remuneration Committee comprises the Chairman of the Board and three other Board members. The rules of procedure for and responsibilities of the Remuneration Committee have been established
in the Remuneration Committee Charter approved by the Board of Directors.

The task of the Remuneration Committee is to prepare proposals for the Board of Directors concerning the appointment of the company’s top management and principles relating to the compensation
they receive.

The Board of Directors has authorized the Remuneration Committee to determine the terms of service and benefits enjoyed by the Outokumpu Leadership Team members other than the company’s
CEO. The Remuneration Committee met seven times during 2016 and the average attendance rate was 95%.

Temporary working groups

To handle specific tasks, the Board of Directors can also set up temporary working groups consisting of Board members. These working groups report to the Board of Directors. No temporary working groups were set up in 2016.

See Board of Directors