Management Board

The Management Board is a governing body which represents and manages AS Merko Ehitus in its daily activities in accordance with the law and the Articles of Association. The Management Board has to act in the most economically purposeful manner, taking into consideration the best interests of all shareholders and ensures the company’s sustainable development in accordance with set objectives and strategy. To ensure that the company’s interests are met in the best way possible, the Management and Supervisory Boards shall extensively collaborate.

At least once a month, a joint meeting of the members of the Supervisory and Management Boards shall take place, in which the Management Board shall inform the Supervisory Board of significant issues regarding the company’s business operations, the fulfilment of the company’s short and long-term goals and the risks impacting them.For every meeting of the Supervisory Board, the Management Board shall prepare a management report and submit it well in advance of the meeting so that the Supervisory Board can study it. The Management Board prepares reports for the Supervisory Board also in between the meetings, if it is considered necessary by the Supervisory Board or its Chairman.


Andres Trink
Chairman of the Management Board

Appointed: 1 January 2012
Term ends: 1 January 2021
Positions held   
2012 – … AS Merko Ehitus, Chairman of the Management Board
2012 – … Chairman of the Supervisory Board of AS Merko Ehitus Eesti, SIA Merks, UAB Merko Statyba and UAB Merko Bustas
2016 – … Swedbank Investeerimisfondid AS, Member of the Supervisory Board
Has held various executive positions in the private and public sector. Before being hired at Merko Ehitus, worked for 15 years in the financial sector, including as a Member of the Management Board of Baltic banking at Hansapank (now Swedbank).
Education
Tallinn University of Technology, automated management systems engineering (summa cum laude)
Estonian Business School, international business administration           
Graduate of the INSEAD University (France), executive management programme
Number of shares controlled: 600
Ownership interests (over 5%) in other companies: –


Tõnu Toomik
Member of the Management Board

Appointed: 6 June 2013
Term ends: 6 June 2022
Positions held   
2014 – … AS Kapitel (E.L.L. Kinnisvara AS until November 2017), Member of the Supervisory Board
2013 – … AS Merko Ehitus, Member of the Management Board
2011 – 2013 AS Merko Ehitus, Member of the Supervisory Board
2009 – 2014 E.L.L. Kinnisvara AS, Chairman of the Supervisory Board
2008 – 2011 AS Merko Ehitus, Chairman of the Supervisory Board
1999 – 2009 E.L.L. Kinnisvara AS, Member of the Supervisory Board
1997 – 1999 E.L.L. Kinnisvara AS, Chairman of the Supervisory Board
1997 – 2008 AS Merko Ehitus, Chairman of the Management Board
2009 – … AS Riverito, Member of the Management Board
1993 – 1996 AS EKE Merko, Regional Director of Estonia
1993 AS EKE Merko, Project Manager
Member of Supervisory Boards of subsidiaries companies.
Education: Tallinn University of Technology, industrial and civil engineering
Number of shares controlled: –
Ownership interests (over 5%) in other companies: AS Riverito, Loode Kalur OÜ

AS Merko Ehitus continues with a two-member Management Board: Andres Trink (Chairman of the Management Board) and Tõnu Toomik (Member of the Management Board). The responsibilities of Andres Trink, Chairman of the Management Board, include, among others, fulfilling daily obligations of the CEO of AS Merko Ehitus, managing and representing the company, ensuring compliance with the Articles of Association, legal acts, organising the work of the Management Board and supervisory boards of the more important subsidiaries, coordinating the development of strategies and providing for their implementation, being responsible for business development and finance. Tõnu Toomik is responsible for the management of the portfolio of properties and coordination of construction segment development activities across the whole group.

Members of the Management Board have entered into three-year contracts of service with the company. The members of the Management Board are paid a fee for fulfilling their official duties. Bonuses payable to the Management Board depend on the fulfilment of the targets of the given financial year by the group and the Management Board. The members of the Management Board are paid bonuses once a year based on the fulfilment of the targets of the previous financial year.

Gross service fees calculated to the members of the Management Board in the financial year 2019 totalled EUR 606 thousand (financial year 2018: EUR 591 thousand).

Supervisory Board

The Supervisory Board shall plan the activities of the company, organise the management of the company and supervise the activities of the Management Board. The Supervisory Board shall notify the general meeting of shareholders of the results of a review. The Chairman of the Supervisory Board organises the work of the Supervisory Board. The main duties of the Supervisory Board are to approve the group’s material strategic and tactical decisions and to supervise the activities of the group’s Management Board. The Supervisory Board’s actions are guided by the company’s articles of association, guidelines of the general meeting and law.


Toomas Annus
Chairman of the Supervisory Board

Positions held  
2014 – … AS Kapitel (E.L.L. Kinnisvara AS until November 2017), Chairman of the Supervisory Board
2011 – … AS Merko Ehitus, Chairman of the Supervisory Board
2009 – 2014 E.L.L. Kinnisvara AS, Member of the Management Board
2008 – … Järvevana OÜ, Chairman of the Management Board
1999 – 2009 E.L.L. Kinnisvara AS, Chairman of the Supervisory Board
1997 – 2008 AS Merko Ehitus, Chairman of the Supervisory Board
1996 – … AS Riverito, Chairman of the Management Board
1991 – 1996 AS EKE Merko, Chairman of the Management Board
1989 – 1991 EKE MRK, director of the company
Education
Tallinn University of Technology, industrial and civil engineering
Tallinn Technical School of Building and Mechanics, industrial and civil engineering
Number of shares controlled: 12,742,686 (AS Riverito)
Toomas Annus holds the majority of the votes represented by shares in AS Riverito directly and through holding companies (176,351 shares out of a total of 270,000 shares). With that the votes held by AS Riverito in AS Merko Ehitus (12,742,686 shares) are deemed to belong to Toomas Annus.
Ownership interests (over 5%) in other companies: AS Riverito, Kardispordi Arendamise OÜ, Kemtal Grupp OÜ, OÜ Unisport Narva


Teet Roopalu
Member of the Supervisory Board

Positions held 
2004 – … AS Merko Ehitus, Member of the Supervisory Board
2010 – … AS Riverito, Member of the Management Board
2015 – … Järvevana OÜ, Member of the Management Board
2003 – … AS Kapitel (E.L.L. Kinnisvara AS until November 2017), Member of the Supervisory Board
2002 – 2004 AS Merko Ehitus, Adviser to the Management Board
Has worked for different construction companies, including as a director of finance. Has been in charge of economic activities in the EKE system as a chief economist; worked as a bank director; and has also worked in building design.
Education: Tallinn University of Technology, construction economics and organisation
Number of shares controlled: –
Ownership interests (over 5%) in other companies: Teet Konsult OÜ


Indrek Neivelt
Member of the Supervisory Board

Positions held   
2008 – … AS Merko Ehitus, Member of the Supervisory Board
2016 – … OÜ Poco Holding, Member of the Management Board
2015 – … AS Pocopay, Member of the Management Board
2005 – 2014 Bank Saint Petersburg, Chairman of the Supervisory Board
1999 – 2005 Hansapank, Director General of the Group, Chairman of the Management Board
1991 – 1999 Hansapank, various positions
Belongs to Supervisory Boards of various companies
Education
Tallinn University of Technology, civil engineering economics and management         
Stockholm University, banking and finance, MBA
Number of shares controlled: 31,635 (Trust IN OÜ)
Ownership interests (over 5%) in other companies: Trust IN OÜ

Remuneration of the members of the Supervisory Board is approved by the general meeting of shareholders. The valid procedure for remuneration of Supervisory Board members was approved by the general meeting of shareholders held at 31 October 2008. Remuneration, less the statutory taxes, to the members of the Supervisory Board is paid on a monthly basis. No termination benefits are paid to the members of the Supervisory Board upon the termination or non-extension of the contract.

In the 2019 and 2018 financial years, the members of the Supervisory Board were remunerated as follows (in euros):

Name20192018
Toomas Annus 35,152
Teet Roopalu 38,347 38,347
Indrek Neivelt 38,347 38,347