BOARD OF DIRECTORS

Composition and term of office
The Board of Directors of Finnair Plc consists of a chairman and at least four and at most seven members. The Annual General Meeting elects the Chairman and the Members of the Board of Directors for one year at a time. The Board of Directors elects a Deputy Chairman from among its members.

Members of the Board of Directors

Duties and meetings
The Board of Directors is responsible for the company's operations and finances, it convenes the Annual General Meeting and it prepares the matters to be dealt with at the Annual General Meeting. The Board of Directors is also responsible for implementing the decisions of the Annual General Meeting.

The Board of Directors appoints and dismisses the President & CEO and decides on his/her salary.The Board of Directors also appoints and dismisses the deputy to the President & CEO. The Board of Directors selects the members of the Group's senior management and decides on their terms of employment, taking into account the personnel strategy guidelines and remuneration system in accordance with the company's corporate governance. The Board of Directors is responsible for ensuring that the company's accounts, budget monitoring system, internal auditing and risk management are arranged in accordance with the company's corporate governance.

The Board of Directors is also responsible for ensuring that the openness and fairness referred to in the company's corporate governance are implemented in the information given in the company's financial statements.

The company is represented by the Chairman of the Board and the company's President & CEO as well as the deputy CEO each separately, by two Members of the Board of Directors together, and by those individuals to whom the Board of Directors has conferred the right to represent the company, together with a Member of the Board or another individual entitled to represent the company. The company's powers of procuration are decided by the Board of Directors.

The Board of Directors meets on average 8-10 times per year. In 2008 Board of Directors had ten meetings. The average attendance of the Members of the Board of Directors at the meetings of the Board was 96.25 per cent.

The President & CEO of Finnair Plc Jukka Hienonen, or a senior member of Finnair Group management nominated by him acts as the presiding officer at meetings of the Board of Directors. The Finnair Group's Vice President and General Counsel Sami Sarelius acts as secretary to the Board of Directors. The Board of Directors evaluates its working practices regularly.

Committees
The Board of Directors has established a Compensation and Nomination Committee and an Audit Committee.

The Compensation and Nomination Committee consists of

• Christoffer Taxell, Chairman
• Kari Jordan
• Ursula Ranin
• Pekka Timonen

• Veli Sundbäck, Chairman
• Elina Björklund
• Sigurdur Helgason
• Satu Huber

Remuneration and other benefits
The annual remuneration and attendance allowances decided by the Annual General Meeting for Members of the Board of Directors are:

• Chairman 61,200 euros per year
• Vice Chairman 32,400 euros per year
• The other members 30,000 euros per year
• Meeting compensation to a member residing in Finland 600 euros and to a

The Members of the Board of Directors are entitled to a daily allowance and compensation for travel expenses in accordance with Finnair Plc's general travel rules. In addition, Members of the Board of Directors have a limited right to use ID tickets in accordance with Finnair Plc's ID ticket rules.

In 2008, the members of Finnair Plc's Board of Directors were paid monthly remuneration and attendance allowances totaling 335,452,79 euros in 2008.

In 2009 The Board of Directors assembled 13 times and attendance percent in the Board meetings was 96,2. The Compensation and Nomination Committee assembled six times and attendance percent in the Committee meetings was 100. The Audit Committee assembled two times and attendance percent in the Committee meetings was 70.