Management
Supervisory Board
The Supervisory Board is a governing body of LHV, planning the activities of the group, organising the management of LHV and conducting supervision over the activities of the Management Board. The Supervisory Board determines and regularly reviews LHV's strategy, the general plan of action, risk management principles and the annual budget.
The size of remuneration and its procedure of payment to the members of the Supervisory Board is decided by the General Meeting, considering inter alia the duties of the Supervisory Board and their extent, as well as the participation at the Supervisory Board meetings and the activity of the Supervisory Board. The Supervisory Board members gross remuneration is 1500 euros per each meeting of the Supervisory Board, where the member participates. No separate additional pay or performance pay or bonuses have been established for the performance of the official duties of the Supervisory Board member. Based on the Supervisory Board Member Andres Viisemann’s activity as the head of pension funds in LHV’s subsidiary AS LHV Varahaldus, LHV is applying the LTI plan, i.e., the option programme.
No significant transactions have been concluded between LHV and its Supervisory Board members, their close relatives or related parties in 2023. Also, there are no such valid contracts from earlier periods.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Rain Lõhmus
Chairman
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Tiina Mõis is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She also belongs to the supervisory boards of Rocca al Mare Kooli SA and Rocca al Mare Kooli SA. She is the owner and the management board member of AS Genteel and one of the owners and a management board member of Nine Lives OÜ. Tiina Mõis graduated from the Tallinn University of Technology (TalTech).
Tiina Mõis and the persons related to her (AS Genteel, Rocca al Mare Kooli SA) own altogether 11,359,990 shares of AS LHV Group, representing 3.55% of all shares.
Heldur Meerits is a member of the supervisory boards of AS LHV Group and AS LHV Pank. He is also a member of the supervisory boards of Kodumaja AS and the foundations SA Põltsamaa Ühisgümnaasiumi Toetusfond, Audentese Koolide SA and SA Tähelaps. Heldur Meerits is also the owner and a member management board of the companies established for the management of personal economic interests, AS Amalfi, AS Altamira and SIA Valdemara Group and the protector and beneficiary of Castra Hiberna Foundation. Heldur Meerits graduated from the Faculty of Economics and Business Administration of the University of Tartu.
Heldur Meerits does not own shares of AS LHV Group. The persons related to him, AS Amalfi and SIA Valdemara Group, own altogether 10,975,280 shares of AS LHV Group, representing 3.43% of all shares.
Raivo Hein is a member of the supervisory boards of AS LHV Group and AS LHV Pank. Also, he belongs to the supervisory board of AS Puumarket. He is the owner and the member of management board of OÜ Kakssada Kakskümmend Volti and a management board member of OÜ Saarte Sillad (in liquidation), Põhjala Kellad OÜ and several other companies established for the management of personal investments. Raivo Hein graduated from the Tallinn University of Technology (Tal Tech).
Raivo Hein does not own shares of AS LHV Group. The persons related to him, Marilin Hein, OÜ Kakssada Kakskümmend Volti, Lame Maakera OÜ and Astrum OÜ own altogether 5,490,694 shares of AS LHV Group, representing 1.72% of all shares.
Tauno Tats is a supervisory board member of AS LHV Group. Also, he is a member of the supervisory board of OÜ Eesti Killustik and a member of management board of Ammende Hotell OÜ and MTÜ Plate torn, he is also a board member and owner of Õueala OÜ. He is the management board member and one of the owners at Ambient Sound Investments OÜ as well as a management board member of companies established for the management of investments of the aforementioned companies. Tauno Tats graduated from the Tallinn University of Technology (TalTech).
Tauno Tats does not own shares of AS LHV Group. Ambient Sound Investments OÜ owns 10,828,210 shares of AS LHV Group, representing 3.39% of all shares.
Liisi Znatokov is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She is also a member of the board and CEO of Apollo Group OÜ and a member of the board of the following group companies: Apollo Kauplused OÜ, Apollo Kino OÜ, APLSkypark OÜ, FC Kaunas OÜ, Apollo Pay OÜ, APL Digital Solutions OÜ, OÜ CorpServices. She is also the founder, CEO and board member of Cobalt Financial Technologies Inc. Liisi Znatokov has obtained a master's degree in business finance and economic accounting and a bachelor's degree in business management at Tallinn University of Technology.
Liisi Znatokov and persons related to her do not own shares of AS LHV Group.
Rain Lõhmus
Chairman
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Tiina Mõis is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She also belongs to the supervisory boards of Rocca al Mare Kooli SA and Rocca al Mare Kooli SA. She is the owner and the management board member of AS Genteel and one of the owners and a management board member of Nine Lives OÜ. Tiina Mõis graduated from the Tallinn University of Technology (TalTech).
Tiina Mõis and the persons related to her (AS Genteel, Rocca al Mare Kooli SA) own altogether 11,359,990 shares of AS LHV Group, representing 3.55% of all shares.
Heldur Meerits is a member of the supervisory boards of AS LHV Group and AS LHV Pank. He is also a member of the supervisory boards of Kodumaja AS and the foundations SA Põltsamaa Ühisgümnaasiumi Toetusfond, Audentese Koolide SA and SA Tähelaps. Heldur Meerits is also the owner and a member management board of the companies established for the management of personal economic interests, AS Amalfi, AS Altamira and SIA Valdemara Group and the protector and beneficiary of Castra Hiberna Foundation. Heldur Meerits graduated from the Faculty of Economics and Business Administration of the University of Tartu.
Heldur Meerits does not own shares of AS LHV Group. The persons related to him, AS Amalfi and SIA Valdemara Group, own altogether 10,975,280 shares of AS LHV Group, representing 3.43% of all shares.
Raivo Hein is a member of the supervisory boards of AS LHV Group and AS LHV Pank. Also, he belongs to the supervisory board of AS Puumarket. He is the owner and the member of management board of OÜ Kakssada Kakskümmend Volti and a management board member of OÜ Saarte Sillad (in liquidation), Põhjala Kellad OÜ and several other companies established for the management of personal investments. Raivo Hein graduated from the Tallinn University of Technology (Tal Tech).
Raivo Hein does not own shares of AS LHV Group. The persons related to him, Marilin Hein, OÜ Kakssada Kakskümmend Volti, Lame Maakera OÜ and Astrum OÜ own altogether 5,490,694 shares of AS LHV Group, representing 1.72% of all shares.
Tauno Tats is a supervisory board member of AS LHV Group. Also, he is a member of the supervisory board of OÜ Eesti Killustik and a member of management board of Ammende Hotell OÜ and MTÜ Plate torn, he is also a board member and owner of Õueala OÜ. He is the management board member and one of the owners at Ambient Sound Investments OÜ as well as a management board member of companies established for the management of investments of the aforementioned companies. Tauno Tats graduated from the Tallinn University of Technology (TalTech).
Tauno Tats does not own shares of AS LHV Group. Ambient Sound Investments OÜ owns 10,828,210 shares of AS LHV Group, representing 3.39% of all shares.
Liisi Znatokov is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She is also a member of the board and CEO of Apollo Group OÜ and a member of the board of the following group companies: Apollo Kauplused OÜ, Apollo Kino OÜ, APLSkypark OÜ, FC Kaunas OÜ, Apollo Pay OÜ, APL Digital Solutions OÜ, OÜ CorpServices. She is also the founder, CEO and board member of Cobalt Financial Technologies Inc. Liisi Znatokov has obtained a master's degree in business finance and economic accounting and a bachelor's degree in business management at Tallinn University of Technology.
Liisi Znatokov and persons related to her do not own shares of AS LHV Group.
Management Board
The Management Board is LHV's managing body, which represents and manages LHV. In fulfilling this task, the Management Board must adhere to the lawful orders of the Supervisory Board of LHV. The Management Board performs the operations required for the management of LHV, adopting the necessary management decisions and organising the daily economic activities of LHV.
The Management Board manages LHV with due care and efficiency, with the aim of increasing the value of the company. Management is governed by the good financial and business practices in the most sustainable way possible.
The Management Board performs all duties arising from LHV's Articles of Association and internal rules, including but not limited to the following:
- is responsible for implementing the strategies established by the Supervisory Board of LHV;
- actively participates in LHV's economic activities, acting in the most economically feasible manner and adopting decisions on reasonable and well-informed basis;
- prepares the items on the agenda of the general meeting, compiles the corresponding materials and drafts the resolutions and necessary projects, and ensures implementation of the resolutions of the general meeting;
- encourages and endorses an open and critical debate within LHV, and ensures that different opinions are reflected during the decision-making process.
The Supervisory Board holds the right to decide the management remuneration principles and wages. The Remuneration Committee reviews the basis of management remuneration on an annual basis. In assessing the activities of the Management Board, the Remuneration Committee must, above all, consider the professional duties of the Management Board member, his or her activities, LHV's financial position, the current status of and the outlook for business operations in comparison with companies operating in the same sector of economy.
Under the terms of the contract of Management Board member concluded with LHV Group, Madis Toomsalu, the Chairman of the Management Board, was paid a monthly basic remuneration of EUR 16 thousand, i.e., an annual remuneration of EUR 192 thousand in total in 2023. The Management Board members Meelis Paakspuu, Martti Singi and Jüri Heero were each paid a monthly basic renumeration of EUR 13 thousand, i.e., each an annual remuneration of EUR 156 thousand under their contracts of Management Board member concluded with LHV Pank, a subsidiary of LHV Group.
No significant transactions have been concluded between LHV and the Chairman of the Management Board Madis Toomsalu or the Members of the Management Board Meelis Paakspuu, Martti Singi and Jüri Heero or their close relatives or related parties in 2023, there are also no such valid contracts from earlier periods.
Meelis Paakspuu has been a member of the management board and CFO of AS LHV Pank since 2015 and a member of the management board of AS LHV Group since 2022. He is not a member of the governing bodies of any other company. Meelis Paakspuu graduated from the University of Tartu in 1996 with a degree in economics. Meelis Paakspuu and persons associated with him own 611,440 shares of AS LHV Group, which make up 0.19% of all shares. Meelis Paakspuu has the right to subscribe to a total of 506,288 shares of AS LHV Group based on options issued in 2021, 2022 and 2023. No additional bonuses or benefits have been assigned to him as a member of the management board of AS LHV Group.
Madis Toomsalu
Chairman
Madis Toomsalu is the chairman of the management board of AS LHV Group and of the supervisory boards of AS LHV Pank, AS LHV Kindlustus, AS LHV Varahaldus and AS LHV Paytech, a member of the supervisory board of AS LHV Finance, and the chairman of the board of directors of LHV Bank Limited. He is also member of the management board of MTÜ FinanceEstonia, member of the council of the foundation SA Rohetiiger and member of the panel of experts of the Government’s Green Policy Steering Committee. Madis Toomsalu has obtained a degree in Business Management (bachelor’s) and in Public Sector Finance (master’s) from Tallinn University of Technology. Madis Toomsalu and the person related to him own 1,231,690 shares of AS LHV Group (0.39% of all shares). With the options issued in 2021, 2022 and 2023, he has the right to subscribe 709,658 shares of AS LHV Group. No additional bonuses and benefits are granted to him as the chairman of the management board of AS LHV Group.
Martti Singi has been a member of the management board and Risk Manager of AS LHV Pank since 2012 and a member of the management board of AS LHV Group since 2022. He is not a member of the governing bodies of any other company. Martti Singi obtained a Master’s degree in international business administration from Estonian Business School in 2009. Martti Singi and persons associated with him own 929,719 shares of AS LHV Group, which make up 0.29% of all shares. Martti Singi has the right to subscribe to a total of 484,998 shares of AS LHV Group based on options issued in 2021, 2022 and 2023. No additional bonuses or benefits have been assigned to him as a member of the management board of AS LHV Group.
Jüri Heero has been member of the management board and IT Manager of AS LHV Pank since 2007 and a member of the management board of AS LHV Group since 2022. He is also the owner and management board member of Heero Invest OÜ. Jüri Heero graduated from the University of Tartu in 1999 with a degree in economics. Jüri Heero and persons associated with him own 1,095,800 shares of AS LHV Group, which make up 0.34% of all shares. Jüri Heero has the right to subscribe to a total of 484,998 shares of AS LHV Group based on options issued in 2021, 2022 and 2023. No additional bonuses or benefits have been assigned to him as a member of the management board of AS LHV Group.
Madis Toomsalu
Chairman
Madis Toomsalu is the chairman of the management board of AS LHV Group and of the supervisory boards of AS LHV Pank, AS LHV Kindlustus, AS LHV Varahaldus and AS LHV Paytech, a member of the supervisory board of AS LHV Finance, and the chairman of the board of directors of LHV Bank Limited. He is also member of the management board of MTÜ FinanceEstonia, member of the council of the foundation SA Rohetiiger and member of the panel of experts of the Government’s Green Policy Steering Committee. Madis Toomsalu has obtained a degree in Business Management (bachelor’s) and in Public Sector Finance (master’s) from Tallinn University of Technology. Madis Toomsalu and the person related to him own 1,231,690 shares of AS LHV Group (0.39% of all shares). With the options issued in 2021, 2022 and 2023, he has the right to subscribe 709,658 shares of AS LHV Group. No additional bonuses and benefits are granted to him as the chairman of the management board of AS LHV Group.
Meelis Paakspuu has been a member of the management board and CFO of AS LHV Pank since 2015 and a member of the management board of AS LHV Group since 2022. He is not a member of the governing bodies of any other company. Meelis Paakspuu graduated from the University of Tartu in 1996 with a degree in economics. Meelis Paakspuu and persons associated with him own 611,440 shares of AS LHV Group, which make up 0.19% of all shares. Meelis Paakspuu has the right to subscribe to a total of 506,288 shares of AS LHV Group based on options issued in 2021, 2022 and 2023. No additional bonuses or benefits have been assigned to him as a member of the management board of AS LHV Group.
Martti Singi has been a member of the management board and Risk Manager of AS LHV Pank since 2012 and a member of the management board of AS LHV Group since 2022. He is not a member of the governing bodies of any other company. Martti Singi obtained a Master’s degree in international business administration from Estonian Business School in 2009. Martti Singi and persons associated with him own 929,719 shares of AS LHV Group, which make up 0.29% of all shares. Martti Singi has the right to subscribe to a total of 484,998 shares of AS LHV Group based on options issued in 2021, 2022 and 2023. No additional bonuses or benefits have been assigned to him as a member of the management board of AS LHV Group.
Jüri Heero has been member of the management board and IT Manager of AS LHV Pank since 2007 and a member of the management board of AS LHV Group since 2022. He is also the owner and management board member of Heero Invest OÜ. Jüri Heero graduated from the University of Tartu in 1999 with a degree in economics. Jüri Heero and persons associated with him own 1,095,800 shares of AS LHV Group, which make up 0.34% of all shares. Jüri Heero has the right to subscribe to a total of 484,998 shares of AS LHV Group based on options issued in 2021, 2022 and 2023. No additional bonuses or benefits have been assigned to him as a member of the management board of AS LHV Group.
Committees
Audit Committee
The Audit Committee serves, above all, as an advisory body for the Supervisory Board in matters related to accounting, audit, risk management, internal control and internal audit, supervision, budgeting and compliance. The Audit Committee must be set up of at least three members. The persons selected for the Audit Committee must be sufficiently independent of the LHV consolidation group companies in order to fulfil their role effectively and at least two of them must be experts in accounting, finance or law. LHV consolidation group company’s employee, member of the Management Board, internal auditor, authorised signatory or audit service provider may not be a member of the Audit Committee. The Chairman of LHV’s Audit Committee is paid 1,000 EUR, and the member of the Audit Committee is paid 500 EUR for each attended committee meeting. No separate additional pay or performance pay or bonuses have been established.
The Audit Committee is charged with the task of monitoring and analysing
- the processing of financial information within the scope required for the preparation of quarterly reports and the Annual Report;
- the efficiency of risk management and internal control;
- the audit of the financial statements or the Consolidated Annual Report, and
- the independence of the audit firm and the authorised auditor representing the audit firm by law, and compliance with the requirements established in the Auditors Activities Act.
The Audit Committee is obliged to make proposals and recommendations to the Supervisory Board with regard to:
- appointment or removal of the audit firm;
- appointment or removal of the internal auditor;
- prevention and elimination of problems and inefficiencies within the organisation, and
- ensuring compliance with legal acts and best professional practice.
Raivo Hein is a member of the supervisory boards of AS LHV Group and AS LHV Pank. Also, he belongs to the supervisory board of AS Puumarket. He is the owner and the member of management board of OÜ Kakssada Kakskümmend Volti and a management board member of OÜ Saarte Sillad (in liquidation), Põhjala Kellad OÜ and several other companies established for the management of personal investments. Raivo Hein graduated from the Tallinn University of Technology (Tal Tech).
Raivo Hein does not own shares of AS LHV Group. The persons related to him, Marilin Hein, OÜ Kakssada Kakskümmend Volti, Lame Maakera OÜ and Astrum OÜ own altogether 5,490,694 shares of AS LHV Group, representing 1.72% of all shares.
Verner Uibo
Chairman
Verner Uibo is the head of finance in the investment company Plural Platform and is a member of the management board of Plural Estonia OÜ. Previously, from 2006 to 2022, he was the lead auditor of the financial audit department of AS PricewaterhouseCoopers. He is the owner and the member of the management board of TriVer Konsultatsioonid OÜ and VUPCV OÜ and a member of the management board of MAOLEN OÜ. Verner Uibo has a bachelor's degree from University of Tartu Pärnu College, and he is an Estonian certified accountant and a member of ACCA (Association of Chartered Certified Accountants).
Verner Uibo does not own any shares of AS LHV Group.
Tauno Tats is a supervisory board member of AS LHV Group. Also, he is a member of the supervisory board of OÜ Eesti Killustik and a member of management board of Ammende Hotell OÜ and MTÜ Plate torn, he is also a board member and owner of Õueala OÜ. He is the management board member and one of the owners at Ambient Sound Investments OÜ as well as a management board member of companies established for the management of investments of the aforementioned companies. Tauno Tats graduated from the Tallinn University of Technology (TalTech).
Tauno Tats does not own shares of AS LHV Group. Ambient Sound Investments OÜ owns 10,828,210 shares of AS LHV Group, representing 3.39% of all shares.
Raivo Hein is a member of the supervisory boards of AS LHV Group and AS LHV Pank. Also, he belongs to the supervisory board of AS Puumarket. He is the owner and the member of management board of OÜ Kakssada Kakskümmend Volti and a management board member of OÜ Saarte Sillad (in liquidation), Põhjala Kellad OÜ and several other companies established for the management of personal investments. Raivo Hein graduated from the Tallinn University of Technology (Tal Tech).
Raivo Hein does not own shares of AS LHV Group. The persons related to him, Marilin Hein, OÜ Kakssada Kakskümmend Volti, Lame Maakera OÜ and Astrum OÜ own altogether 5,490,694 shares of AS LHV Group, representing 1.72% of all shares.
Verner Uibo
Chairman
Verner Uibo is the head of finance in the investment company Plural Platform and is a member of the management board of Plural Estonia OÜ. Previously, from 2006 to 2022, he was the lead auditor of the financial audit department of AS PricewaterhouseCoopers. He is the owner and the member of the management board of TriVer Konsultatsioonid OÜ and VUPCV OÜ and a member of the management board of MAOLEN OÜ. Verner Uibo has a bachelor's degree from University of Tartu Pärnu College, and he is an Estonian certified accountant and a member of ACCA (Association of Chartered Certified Accountants).
Verner Uibo does not own any shares of AS LHV Group.
Tauno Tats is a supervisory board member of AS LHV Group. Also, he is a member of the supervisory board of OÜ Eesti Killustik and a member of management board of Ammende Hotell OÜ and MTÜ Plate torn, he is also a board member and owner of Õueala OÜ. He is the management board member and one of the owners at Ambient Sound Investments OÜ as well as a management board member of companies established for the management of investments of the aforementioned companies. Tauno Tats graduated from the Tallinn University of Technology (TalTech).
Tauno Tats does not own shares of AS LHV Group. Ambient Sound Investments OÜ owns 10,828,210 shares of AS LHV Group, representing 3.39% of all shares.
Remuneration Committee
The Remuneration Committee is charged with the task of assessing the principles of remuneration within the LHV consolidation group companies, as well as the impact of remuneration-related decisions on adherence to the requirements established for the management of risks, own funds and liquidity. The Remuneration Committee is set up of at least three members, who are selected from among the matching members of LHV and AS LHV Pank supervisory boards. A person elected to the Remuneration Committee must have sufficient relevant knowledge, expertise, and experience in the area of remuneration policy and practices, risk management and control. The Chairman of the Remuneration Committee is paid 1,000 EUR, and the member of the Remuneration Committee is paid 500 EUR for each attended committee meeting. No separate additional pay or performance pay or bonuses have been established.
The Remuneration Committee:
- conducts supervision over the remuneration of the management board and staff members of companies incorporated in the LHV consolidation group;
- assesses, at least once a year, the implementation of the remuneration principles and makes proposals for the updating of the remuneration principles, where necessary, and
- prepares the draft remuneration decisions for submission to the Supervisory Board.
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Tiina Mõis
Chairman
Tiina Mõis is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She also belongs to the supervisory boards of Rocca al Mare Kooli SA and Rocca al Mare Kooli SA. She is the owner and the management board member of AS Genteel and one of the owners and a management board member of Nine Lives OÜ. Tiina Mõis graduated from the Tallinn University of Technology (TalTech).
Tiina Mõis and the persons related to her (AS Genteel, Rocca al Mare Kooli SA) own altogether 11,359,990 shares of AS LHV Group, representing 3.55% of all shares.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Tiina Mõis
Chairman
Tiina Mõis is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She also belongs to the supervisory boards of Rocca al Mare Kooli SA and Rocca al Mare Kooli SA. She is the owner and the management board member of AS Genteel and one of the owners and a management board member of Nine Lives OÜ. Tiina Mõis graduated from the Tallinn University of Technology (TalTech).
Tiina Mõis and the persons related to her (AS Genteel, Rocca al Mare Kooli SA) own altogether 11,359,990 shares of AS LHV Group, representing 3.55% of all shares.
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Risk and Capital Committee
Both LHV Group and LHV Pank have established Risk and Capital Committees (jointly referred to as the Risk and Capital Committee) whose task is to monitor the implementation of the risk management policy and the capital management policy on the LHV Group consolidated level and LHV Pank level, respectively. The Risk and Capital Committee reviews regular risk reports, the processes ensuring capital adequacy, capital plans and the largest clients with high credit risk. The Risk and Capital Committee has at least three members who are elected from among the members of the Supervisory Board of LHV Group and LHV Pank, respectively, which is why Madis Toomsalu only belongs to the Risk and Capital Committee of LHV Pank. The persons elected to the Risk and Capital Committee must have sufficient knowledge, skills, and experience to understand and continuously monitor the risk management principles and risk tolerance of the companies concerned. The Chairman of the Risk and Capital Committee is paid 1,000 EUR, and the member of the Risk and Capital Committee is paid 500 EUR for each attended committee meeting. The members of LHV Group and LHV Pank’s Risk and Capital Committee are paid the above fees in total for both committees, except in the case of Madis Toomsalu, who does not get any remuneration for the performance of the official duties of the committee member. No separate additional pay or performance pay or bonuses have been established for the committee members.
The jurisdiction of the Risk and Capital Committee includes
- advising and supporting the Supervisory Board on the risk management principles and risk tolerance,
- supervision of the implementation of the risk management principles by the Management Board in accordance with the instructions of the Supervisory Board,
- checking of the accounting of business model and risk management principles in the fees set for clients and, in the event of any deficiencies, submission of an improvement plan to the Supervisory Board,
- checking of the accounting of the likelihood and timing of risk, capital, liquidity and revenues in the principles of remuneration.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Liisi Znatokov
Chairman
Liisi Znatokov is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She is also a member of the board and CEO of Apollo Group OÜ and a member of the board of the following group companies: Apollo Kauplused OÜ, Apollo Kino OÜ, APLSkypark OÜ, FC Kaunas OÜ, Apollo Pay OÜ, APL Digital Solutions OÜ, OÜ CorpServices. She is also the founder, CEO and board member of Cobalt Financial Technologies Inc. Liisi Znatokov has obtained a master's degree in business finance and economic accounting and a bachelor's degree in business management at Tallinn University of Technology.
Liisi Znatokov and persons related to her do not own shares of AS LHV Group.
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Heldur Meerits is a member of the supervisory boards of AS LHV Group and AS LHV Pank. He is also a member of the supervisory boards of Kodumaja AS and the foundations SA Põltsamaa Ühisgümnaasiumi Toetusfond, Audentese Koolide SA and SA Tähelaps. Heldur Meerits is also the owner and a member management board of the companies established for the management of personal economic interests, AS Amalfi, AS Altamira and SIA Valdemara Group and the protector and beneficiary of Castra Hiberna Foundation. Heldur Meerits graduated from the Faculty of Economics and Business Administration of the University of Tartu.
Heldur Meerits does not own shares of AS LHV Group. The persons related to him, AS Amalfi and SIA Valdemara Group, own altogether 10,975,280 shares of AS LHV Group, representing 3.43% of all shares.
Madis Toomsalu is the chairman of the management board of AS LHV Group and of the supervisory boards of AS LHV Pank, AS LHV Kindlustus, AS LHV Varahaldus and AS LHV Paytech, a member of the supervisory board of AS LHV Finance, and the chairman of the board of directors of LHV Bank Limited. He is also member of the management board of MTÜ FinanceEstonia, member of the council of the foundation SA Rohetiiger and member of the panel of experts of the Government’s Green Policy Steering Committee. Madis Toomsalu has obtained a degree in Business Management (bachelor’s) and in Public Sector Finance (master’s) from Tallinn University of Technology. Madis Toomsalu and the person related to him own 1,231,690 shares of AS LHV Group (0.39% of all shares). With the options issued in 2021, 2022 and 2023, he has the right to subscribe 709,658 shares of AS LHV Group. No additional bonuses and benefits are granted to him as the chairman of the management board of AS LHV Group.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Liisi Znatokov
Chairman
Liisi Znatokov is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She is also a member of the board and CEO of Apollo Group OÜ and a member of the board of the following group companies: Apollo Kauplused OÜ, Apollo Kino OÜ, APLSkypark OÜ, FC Kaunas OÜ, Apollo Pay OÜ, APL Digital Solutions OÜ, OÜ CorpServices. She is also the founder, CEO and board member of Cobalt Financial Technologies Inc. Liisi Znatokov has obtained a master's degree in business finance and economic accounting and a bachelor's degree in business management at Tallinn University of Technology.
Liisi Znatokov and persons related to her do not own shares of AS LHV Group.
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Heldur Meerits is a member of the supervisory boards of AS LHV Group and AS LHV Pank. He is also a member of the supervisory boards of Kodumaja AS and the foundations SA Põltsamaa Ühisgümnaasiumi Toetusfond, Audentese Koolide SA and SA Tähelaps. Heldur Meerits is also the owner and a member management board of the companies established for the management of personal economic interests, AS Amalfi, AS Altamira and SIA Valdemara Group and the protector and beneficiary of Castra Hiberna Foundation. Heldur Meerits graduated from the Faculty of Economics and Business Administration of the University of Tartu.
Heldur Meerits does not own shares of AS LHV Group. The persons related to him, AS Amalfi and SIA Valdemara Group, own altogether 10,975,280 shares of AS LHV Group, representing 3.43% of all shares.
Madis Toomsalu is the chairman of the management board of AS LHV Group and of the supervisory boards of AS LHV Pank, AS LHV Kindlustus, AS LHV Varahaldus and AS LHV Paytech, a member of the supervisory board of AS LHV Finance, and the chairman of the board of directors of LHV Bank Limited. He is also member of the management board of MTÜ FinanceEstonia, member of the council of the foundation SA Rohetiiger and member of the panel of experts of the Government’s Green Policy Steering Committee. Madis Toomsalu has obtained a degree in Business Management (bachelor’s) and in Public Sector Finance (master’s) from Tallinn University of Technology. Madis Toomsalu and the person related to him own 1,231,690 shares of AS LHV Group (0.39% of all shares). With the options issued in 2021, 2022 and 2023, he has the right to subscribe 709,658 shares of AS LHV Group. No additional bonuses and benefits are granted to him as the chairman of the management board of AS LHV Group.
Nomination Committee
The purpose of the Nomination Committee is to support the Supervisory Board in questions related to the selection process and eligibility requirements. The Nomination Committee is comprised of at least three members, who are selected from among the matching members of LHV and AS LHV Pank supervisory boards. The persons elected to the Nomination Committee must have individually and collectively sufficient and relevant knowledge, expertise, and experience in the area of the selection process and eligibility requirements, including knowledge of the requirements provided in the EBA and ESMA guidelines for assessing the suitability of members of management bodies and key function holders. The Chairman of the Nomination Committee is paid 1,000 EUR, and the member of the Nomination Committee is paid 500 EUR for each attended committee meeting. No separate additional pay or performance pay or bonuses have been established.
The competence of the Nomination Committee includes, among other things
- individual assessment of the suitability of candidates for members of governing bodies and key personnel;
- collective suitability assessment of governing bodies;
- assessment of the composition, structure and activities of the governing bodies;
- continuous monitoring of the decision-making process by the governing bodies;
- periodical review and decision-making on the content, format and frequency of the risk information received;
- ensuring the involvement of risk management, compliance testing, internal audit and other department managers where appropriate in relevant matters.
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Tiina Mõis
Chairman
Tiina Mõis is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She also belongs to the supervisory boards of Rocca al Mare Kooli SA and Rocca al Mare Kooli SA. She is the owner and the management board member of AS Genteel and one of the owners and a management board member of Nine Lives OÜ. Tiina Mõis graduated from the Tallinn University of Technology (TalTech).
Tiina Mõis and the persons related to her (AS Genteel, Rocca al Mare Kooli SA) own altogether 11,359,990 shares of AS LHV Group, representing 3.55% of all shares.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Tiina Mõis
Chairman
Tiina Mõis is a member of the supervisory boards of AS LHV Group and AS LHV Pank. She also belongs to the supervisory boards of Rocca al Mare Kooli SA and Rocca al Mare Kooli SA. She is the owner and the management board member of AS Genteel and one of the owners and a management board member of Nine Lives OÜ. Tiina Mõis graduated from the Tallinn University of Technology (TalTech).
Tiina Mõis and the persons related to her (AS Genteel, Rocca al Mare Kooli SA) own altogether 11,359,990 shares of AS LHV Group, representing 3.55% of all shares.
Rain Lõhmus is one of the founders of LHV and the chairman of the supervisory board of AS LHV Group. He is also a member of the supervisory board of AS LHV Pank and belongs to the supervisory boards of Kodumaja AS. He is the owner and member of the management board of AS Lõhmus Holding and Lohmus Capital OÜ. LTD and the owner of OÜ Merona Systems and Kõrberebane OÜ. Additionally, he is the management board member and one of the owners of Zerospotnrg OÜ and Umblu Records OÜ. Rain Lõhmus graduated from the Tallinn University of Technology (TalTech) and the management program of Harvard Business School.
Rain Lõhmus and the persons related to him (Lõhmus Holdings OÜ, OÜ Merona Systems) own altogether 68,649,130 shares, representing 21.46% of all shares.
Andres Viisemann is one of the founders of LHV and the manager of LHV pension funds. He is a member of the supervisory boards of AS LHV Group, AS LHV Pank and AS LHV Varahaldus. He also belongs to the supervisory board of AS Fertilitas and AS Viimsi Haigla. He is also the owner and a member of the management board of Viisemann Holdings OÜ and owner of Viisemann Investments AG and OÜ Miura Investeeringud. Andres Viisemann graduated from the University of Tartu and obtained a master’s degree at INSEAD in International Business Management.
Andres Viisemann and the persons related to him (Viisemann Investments AG, Viisemann Holdings OÜ) own altogether 35,756,320 shares, representing 11.18% of all shares. Due to his position as the head of LHV pension funds, Andres Viisemann is entitled to subscribe a total of 153,899 shares of AS LHV Group for the options issued in 2021, 2022 and 2023.
Auditor
In January of 2022, the Management Board, along with the Audit Committee, organised a competition for selecting an auditor to audit the annual reports for the next financial years. Among the three firms that submitted an offer, the decisions were made at the 30 March 2022 Annual General Meeting of shareholders to appoint AS PricewaterhouseCoopers to be the auditor of the Group’s companies for the financial years 2024–2028. Other auditor than the auditor who was appointed the Group’s companies’ auditor may be appointed to be the auditor of LHV Bank Limited's annual reports for 2023–2028.
Important criteria in choosing an auditor are experience in Banking, experience in working with/auditing public (listed) companies, ability to cooperate with the UK, availability, regulatory competence and proactiveness, willingness and ability to contribute to discussions, involve experts, price and range of additional services.
Management Structure
LHV Group has a two-tier governance structure, consisting of a seven-member Supervisory Board and a four-member Management Board. Employees who shape LHV Group’s policies and fulfil LHV Group’s tasks may be active in a subsidiary of the group on a daily basis. All subsidiaries of LHV Group have a two-tier governance structure, consisting of the Supervisory Board and the Management Board of the respective company, with the exception of the LHV Group subsidiary LHV Bank Limited, which follows the LHV Group-wide governance structures as far as this is possible, considering the specificities of the country of location.
Articles of Association
Corporate Governance Recommendations
- Corporate Governance Report of AS LHV Group in 2023
- Corporate Governance Report of AS LHV Group in 2022
- Corporate Governance Report of AS LHV Group in 2021
- Corporate Governance Report of AS LHV Group in 2020
- Corporate Governance Report of AS LHV Group in 2019
- Corporate Governance Report of AS LHV Group in 2018
- Corporate Governance Report of AS LHV Group in 2017
- Corporate Governance Report of AS LHV Group in 2016
- Corporate Governance Report of AS LHV Group in 2015
- Corporate Governance Report of AS LHV Group in 2014
- Corporate Governance Report of AS LHV Group in 2013
- Corporate Governance Recommendations
