Corporate Governance

General principles

The operations and activities of Orion Corporation and its subsidiaries (the Orion Group) are based on compliance with laws and regulations issued thereunder, as well as with ethically acceptable operating practices. The tasks and duties of the different governance bodies of the Group are determined in accordance with legislation and the corporate governance principles of the Group.

In its governance, Orion Corporation follows the Finnish Corporate Governance Code 2025 for companies listed on Nasdaq Helsinki Ltd. Orion Corporation departs from the Code’s recommendation No. 15 concerning the election of members to the Nomination Committee, which can also include persons other than members of the Board. The Company considers the departure justified in view of the Company’s ownership structure and the potential for flexibility when preparing for the election of the Board members. In addition, the Company regards that the departure promotes the proper implementation of the Company’s governance system in such a way that, i.a., the manner applied to the preparation of the composition of the Board of Directors promotes the interaction between the Board and the largest shareholders and enables the opinions of the shareholders to be observed already when the proposed composition is being prepared. The Board of Directors of Orion Corporation has decided on the departure from the Code when confirming the charter of the Nomination Committee. The essentials of the charter of the Committee and the manner applied to the preparation of the proposal for the Board composition are described here.

The Finnish Corporate Governance Code is available on the Securities Market Association’s website www.cgfinland.fi/en.

Management system

The Orion Group's management system encompasses Group-level functions, Business divisions, and the administrative organisation of the legal entities. Additionally, a comprehensive control system is operated across all tiers to guide and oversee operations effectively. 

Management of the Orion Group takes place at the Group level. The Group-level management includes areas like strategy determination and follow-up, basic organisation, oversight of Business divisions' operations, major investment decisions, and matters affecting the entire parent company and the Group.

The business operations of the Group take place in Business divisions. The different Group-level functions provide the Business divisions the services required and are responsible for the arrangement of operations in their own areas of responsibility throughout the whole Group.