Governance and management

The decision-making and governance of SYK (University Properties of Finland Ltd) complies with the Finnish Limited Liability Companies Act (624/2006), the company’s Articles of Association and the Shareholders’ Agreement. The company also has a Corporate Governance Code.

SYK is owned by nine universities and the Finnish government. Two thirds of the company is owned by the University of Eastern Finland, University of Jyväskylä, University of Oulu, University of Lapland, Lappeenranta University of Technology, Tampere University, University of Turku, University of Vaasa and Åbo Akademi University. The Finnish government’s ownership share is represented by Senate Properties, which owns one third of the total share capital.

The head office of SYK is located in Tampere. The company also has offices in Oulu, Kuopio, Joensuu, Jyväskylä, Turku , Rovaniemi and Lappeenranta.

Annual General Meeting

SYK’s owners exercise the highest decision-making authority at the Annual General Meeting. The Annual General Meeting elects the Board of Directors, which is responsible for the company’s governance and the appropriate organisation of its operations. The Annual General Meeting is held within six months of the end of the financial year. The Annual General Meeting was held in Tampere using hybrid arrangements and remote access on 11 June 2020.

Board of Directors

The Annual General Meeting elects the Chair, Deputy Chair and members of the Board of Directors annually. The Board of Directors is comprised of six members, elected pursuant to the company’s Articles of Association. The Board of Directors met 14 times in 2020. During the period 1 January – 11 June 2020, the Board of Directors consisted of Chair Päivi Mikkola, Deputy Chair Sami Yläoutinen and ordinary members Riitta Juutilainen, Heli Huhtala, Keijo Hämäläinen and Pekka Riuttanen. During the period 11 June – 31 December 2020, the Board of Directors consisted of Chair Jukka Mönkkönen, Deputy Chair Sami Yläoutinen and ordinary members Riitta Juutilainen, Heli Huhtala, Päivi and Pekka Riuttanen

CEO and Executive Board

The CEO is responsible for the day-to-day management of the company in accordance with the provisions of the Limited Liability Companies Act and the instructions and policies issued by the Board of Directors. The Board of Directors appoints and dismisses the CEO and supervises his or her work. The Board of Directors also appoints the deputy CEO.

The Executive Board appointed by the CEO supports the CEO in the company’s management and decision-making as well as the implementation of strategy and risk management. The CEO serves as the Chair of the Executive Board.

During the period 1 January – 31 July 2020, the members of the Executive Board were Sanna Sianoja (CEO), Anssi Koski (CFO, Deputy CEO), Aki Havia (Director of Property Development), Juha Uotila (Director of Campus Development and Marketing) and Samuel Koivisto (Director of Customer Relations and Services, employed by University Properties of Finland Ltd until 30 June 2020). After the company’s organisational restructuring, the members of the Executive Board during 1 August – 31 December 2020 were Sanna Sianoja (President and CEO), Aki Havia (Director of Property Development and Maintenance, including services), and Jessica Örn (Director, Customer Relations). The secretary of the Executive Board is Anita Rinne (Communications).

The Board of Directors has appointed Aki Havia as Deputy CEO.

Corporate Governance Code

Adopted by the General Meeting, the Corporate Governance Code ensures good governance at all levels of the company, promotes operating effectiveness and transparency and ensures a steady stream of information for owners as well as their equal treatment.

The Charter of the Board of Directors

In accordance with the Corporate Governance Code, the Board of Directors has a written charter for its operations. The Charter defines the Board’s key tasks in addition to what is prescribed in the Limited Liability Companies Act and the Articles of Association. The Charter of the Board of Directors also defines the Board’s operating principles.

Internal control

Internal control aims to ensure the efficiency and productivity of the company’s operations, the reliability of the information produced by the company, and compliance with regulations and the company’s operating principles.

Internal control is the responsibility of the Board of Directors and operational management, and it is implemented by all personnel. The CEO maintains the organisational structure, which includes clear written definitions of responsibilities, authorisations and reporting relationships.

Any deficiencies or areas requiring further development related to internal control that are observed in the course of business operations or otherwise are documented and reported to the CEO, who must then initiate any measures necessitated by the observations without delay. The Board of Directors evaluates the effectiveness of the company’s internal control at regular intervals.

Risk management

The objective of risk management is to comprehensively identify risks associated with operations and ensure that the risks are appropriately managed in making business decisions. The overall responsibility for the implementation of risk management lies with the CEO. The other members of the Executive Board are responsible for risk management in their respective areas of operation.

The CEO reports to the Board of Directors on risks, and changes in them, in line with SYK’s risk management policy at least once a year. SYK has specified the following as key risks: ownership, a decrease in the value of properties, the re-leasing of vacant premises, a decrease in the technical condition and indoor climate of buildings, financing, and financial failures related to significant investments or repair measures. Key risks are described in detail in risk cards and, in general, risk management is supported by the risk management policy reviewed by the Board. The key risk cards and the risk management policy were reviewed at the Board meeting on 27 August 2020. The Board discusses the most significant risks and their management, and evaluates the effectiveness of risk management, at least once a year.

The Executive Board discusses the risk management principles and guidelines and reviews the company’s risk management plan at least once a year. The Executive Board regularly evaluates and monitors the company’s risks and the implementation of risk management measures.

Internal audit

The internal audit is part of the company’s internal control system. The purpose of the internal audit is to serve as the company’s independent evaluation and assurance function to systematically evaluate and verify the effectiveness of risk management, control and management.