Owners, governance and management

Finnish milk producers own Valio through cooperatives. We pay out all of our operational profits to the farms. Valio Ltd’s decision-making bodies are the General Meeting, the Supervisory Board and the Board of Directors.

Valio is a limited liability company owned by 13 cooperatives. Valio has a procurement agreement with five of these cooperatives, i.e. a total of 3,700 dairy farms in the cooperatives supply milk to Valio. These five cooperatives own over 99 per cent of Valio Group. The other nine cooperatives are Valio competitors.

Profits always to dairy farms

We pay the cooperatives a milk price for the received milk. Valio’s Board members are dairy farmers themselves, and they assess how much Valio can afford to pay the cooperatives for the milk. The milk price depends on how well Valio’s various products, from yoghurt and cheese to milk powder, are selling and on how profitable sales have been. The cooperatives pay the producer price to the farms and independently decide on changes in milk’s producer price.

GOVERNANCE MODEL AND DECISION-MAKING BODIES

Supervisory Board

The Supervisory Board oversees the Board and CEO’s management of the company. Valio’s Supervisory Board is comprised of milk producers or their spouses, with different areas of the country having representation in the Supervisory Board whenever possible. The General Meeting elects the Supervisory Board members for a term of three years. This is done on a staggered basis so that one third of the members is stepping down at one time. In addition, the company’s permanent personnel can elect one member and one alternate from each of the four personnel groups for representation on the Supervisory Board.

Board of Directors

The Board of Directors, elected by the Supervisory Board, is responsible for the administration and proper organisation of Valio. According to Valio’s statute Valio must have at least 4 and no more than 7 members of the Board of Directors, who must be members of the admistration of the owner-cooperative. There are no other selection criteria.

Executive Board

Valio has a CEO, appointed by the Board of Directors, who is responsible for the day-to-day management of the company in line with the Board’s instructions and orders. The Board of Directors appoints the Executive Board members based on the CEO’s proposal. Responsibility for the company’s business and the Group’s shared services is divided among the Executive Board members.

The Executive Board is responsible for developing the Group’s vision and strategy together with the Board of Directors and for ensuring the strategy is implemented within the Valio Group. The Executive Board supports the CEO in preparing and implementing operating plans and in ensuring internal cooperation and communication.

Executive Board Members

Valio Executive Board is responsible for the day-to-day management of business and exercises operational decision-making power.

Valio’s Board of Directors

The Board of Directors oversees the activities of Valio’s operational management and business. The Board of Directors has four members, all of whom are dairy farmers. The Board members are part of the five cooperatives that supply milk to Valio.

Valio’s Supervisory Board members

Valio’s Supervisory Board has 27 members, 23 of whom are dairy farmers and four are Valio personnel representatives. The Supervisory Board members are part of the five cooperatives that supply milk to Valio.

• Esa Kotala, Farmer, Lapua, Chairman
• Satu Pulkka, Farmer, Vieremä, Vice Chairman
• Mats Broända, Farmer, Kruunupyy
• Hannu Gröhn, Farmer, Nurmes
• Tuomo Haikonen, Farmer, Heinola
• Arto Heikkinen, Farmer, Pyhäntä
• Mikko Heikkinen, Farmer, Lapinlahti
• Jari Hekkala, Farmer, Kalajoki
• Tarja Hietanen, Packer, Jyväskylä (personnel representative)
• Hannu Hokkanen, Farmer, Kangasniemi
• Mikko Huuskonen, Process Specialist, Suonenjoki (personnel representative)
• Ari Kantonen, Farmer, Taipalsaari
• Esa Karjalainen, Farmer, Puumala
• Otto Kokkila, Farmer, Petäjävesi
• Katariina Lampela, Farmer, Tervola
• Matti Leikkanen, Farmer, Sastamala
• Janna Luotola, Head of Contract Manufacturing, Helsinki (personnel representative)
• Lassi Mäkinen, Farmer, Lieto
• Petri Natunen, Farmer, Joroinen
• Markus Ojanperä, Production Specialist, Riihimäki (personnel representative)
• Vesa Parvinen, Farmer, Parikkala
• Mauri Penttilä, Farmer, Vesilahti
• Jarkko Pirinen, Farmer, Iitti
• Jukka Rahja, Farmer, Kalajoki
• Antti Saari, Farmer, Lapua
• Juha Törmä, Farmer, Tyrnävä
• Päivi Ylä-Outinen, Farmer, Lappeenranta

General Meeting

Valio’s General Meeting is the supreme decision-making body. It approves the financial statements, decides on discharging the Board of Directors and the CEO from liability, and elects the Supervisory Board members and the auditors. The General Meeting is held annually in June at the latest.

In a limited liability company, the owners, i.e. the shareholders, have decision-making power. Owner cooperatives have votes in Valio’s General Meeting in proportion to their ownership. All 13 shareholder cooperatives have the right to speak and vote at the General Meeting, regardless of the shareholder’s operational relationship with Valio.

Legally, Valio shares are owned by the cooperatives, and in practice the owners are members of the cooperatives, i.e. milk producers.

Gender distribution in governance bodies

The Supervisory Board currently comprises 5 women and 22 men. The Executive Board has four women and three men; all members of the Board of Directors are men.

Governance model

The diagram below shows Valio’s governance bodies and their relationship to each other. Additionally, the diagram shows the governance bodies of the cooperatives supplying milk to Valio.