2025
Annual and
Sustainability Report
CONTENTS
Annual review 3
Orthex in brief 4
Key figures 5
Highlights of the year 6
Review by the CEO 7
Purpose and values 10
Strategy 11
Sustainability 14
Key sustainability actions 2025 15
Sustainability at Orthex 16
Environmental: Promoting circular economy 23
Social: Safe workplace and tested products 34
Sustainability Governance: Part of everyday work 41
Governance 45
Corporate governance statement 2025 46
Board of Directors 51
Management Team 55
Remuneration report 2025 59
Financial review 63
Board of Directors’ report
Financial statements
Annual and Sustainability Report 2025
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ANNUAL REVIEW
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Orthex in brief
Orthex is a leading Nordic houseware company. Orthex creates,
produces, and markets high-quality, functional and sustainable
products with the purpose to create long-lasting solutions for an
organised and enjoyable home while making consumers’ everyday
life easier. Orthex’s offering is based on deep consumer insights,
appealing and creative concepts and leading brands. Orthex’s products
cover a multifunctional assortment of storage boxes, kitchen utensils
and products for home and garden. Orthex main consumer brands
are SmartStore™ in storage products, GastroMax™ in kitchenware
and Orthex™ in home and garden products. In addition, Orthex sells
kitchenware under the Kökskungen™ brand.
Orthex has more than 100 years of experience in household products,
and it has customers in more than 40 countries. Orthex’s core
geographic market is Europe. Orthex is headquartered in Espoo, Finland
and listed on Nasdaq Helsinki Ltd (ORTHEX).
Orthex aims to be the industry benchmark in sustainability. Our high-
quality, safe, and durable products are made with care and timeless
design. They are made for long-term use and are recyclable in all our
markets. We are actively increasing the share of recycled and renewable
raw materials in our products. At the same time, we continuously strive
to reduce our emissions and to minimise our impact on the planet.
Product categories:
Storage Kitchen Home
& garden
)
Invoiced sales of SmartStore, GastroMax, Orthex, and Kökskungen
branded products accounted for % of total invoiced sales in .
~ employees
>
customer countries
Sustainability focus
>
%
own brand sales
)
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Key figures
2025 2024 2023 2022 2021
Net sales, EUR million 87.2 89.7 85.9 84.0 88.7
Adjusted EBITA, EUR million 9.8 10.2 10.9 5.5 11.0
Adjusted EBITA margin, % 11.3% 11.4% 12.7% 6.5% 12.4%
Operating profit, EUR million 9.8 9.8 10.8 5.2 9.3
Net debt / Adjusted EBITDA 1.1x 1.4x 1.5x 2.8x 1.7x
Earnings per share, basic (EUR) 0.38 0.34 0.39 0.12 0.35
-2.2%
Invoiced net sales
change outside Nordics
287
Personnel,
FTE during the year
1.9
kgCO
2
eq./kg
Our relative carbon footprint
(2024: 2.0kgCO
2
eq./kg)
-2.6%
Storage category
change
2021 2022 2023 2024 2025
88.7
84.0
85.9
89.7
87.2
Net sales, EUR million
2021 2022 2023 2024 2025
11.0
5.5
10.9
10.2
9.8
Adjusted EBITA, EUR million
2021 2022 2023 2024 2025
12.4%
6.5%
12.7%
11.4%
11.3%
Adjusted EBITA margin, %
2021 2022 2023 2024 2025
9.3
5.2
10.8
9.8 9.8
Operating profit, EUR million
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Materiality
assessment
Orthex conducted a double
materiality assessment
with stakeholders during
the spring.
In-store
excellence
In 2025, we celebrated
the 30th anniversary of
our iconic storage box
range SmartStore™ Classic
and our golden-coloured
campaign trucks conquered
the stores around Europe
and the Nordics.
Customer
satisfaction
Orthex’s customer
satisfaction rate improved
further to 4.15 (2023: 4.08)
on a scale from 1 to 5 in a
customer satisfaction survey
conducted biannually.
Commitments
Orthex joined UN Global
Compact. The UN Global
Compact is a United
Nations initiative to
encourage businesses
worldwide to adopt
sustainable and socially
responsible practices.
EcoVadis ESG
assessment
Orthex was awarded
with a silver medal in the
EcoVadis ESG assessment
meaning that Orthex is
globally among the top
10 percent of companies
annually assessed
by EcoVadis.
Novelties
Extension of product portfolio
made from recycled plastic
with new SmartStore
TM
Module storage solution
which oers a perfect
solution for storing shoes or
organising a playroom.
Highlights of the year
Recognitions
During the Ambiente fair, we
launched three significant
storage novelties of which
the SmartStore
TM
Compact
Access container was
awarded with the “Winner”
recognition at the German
Design Awards 2025.
2024
February March-April May June September November
Consumers and end-users
Biodiversity and ecosystems
Climate change
Business conduct Pollution
Own workforce
Workers in the value chain
Water and marine resources
Circular economy
Impact materiality
Financial materiality
ENVIRONMENTAL SOCIAL GOVERNANCE
2025
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CEO review
Orthex’s purpose is to create long-lasting solutions for an
organised and enjoyable home. We want to be the most
sustainable choice for the consumers and a value-adding
partner to our customers by offering durable, timelessly
designed, high-quality and safe products. At the same time,
we minimise our impact on the planet and reduce our relative
carbon footprint by increasing the use of recycled and
renewable raw materials in our production.
Depressed consumer spending across markets and global uncertainty
impacted the 2025 overall performance, undermining our growth
ambitions. Orthex’s full-year 2025 net sales decreased by 2.8% and
amounted to 87.2 million euros (89.7). The sales decline is particularly
attributed to careful consumer behavior. In addition, especially at the start
of the year we had to limit shipments to some customers facing financial
challenges. The decline in net sales was mitigated by successful new
product launches, campaigns, active in-store measures, and new product
and customer listings.
Solid profitability and healthy cash flows
The adjusted EBITA margin for the full year 2025 remained stable despite
lower sales and was 11.3% (11.4). The adjusted EBITA amounted to
9.8 million euros meaning a slight decline compared to 10.2 million euros
in the previous year. The EBITA result development can be attributed
to tight cost control and a balance between volume driving campaigns
and more profitable base sales. Steady, and towards the second half of
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the year declining raw material prices further improved the results.
Operational efficiencies were not gained with declining sales, hence
measures to offset cost increase and secure margins were consciously
implemented during the year to secure delivery of the EBITA result.
The full-year net cash flows from operating activities increased by
4.5% to 12.3 million euros (11.8). The net debt to adjusted EBITDA ratio
(leverage) was down at a healthy 1.1x (1.4x) at the year-end. We are well
positioned for potential strategic investments in 2026.
Leverage was down at a healthy
1.1x (1.4x) at the year-end.
Dividend payout
The Board of Directors has decided to propose a higher dividend
payout compared to the previous year and is proposing a dividend of
0.23 euros per share (0.22), totalling 4.1 million euros (3.9) and 60.3%
(63.9) of net profit. This is in line with the company’s aim to distribute
a stable and over time increasing dividend totalling at least 50 per cent
of net profit, on a biannual basis.
Sales by geography
In 2025, invoiced sales in the Nordics decreased by 3.1% to 68.9 million
euros (71.1). Especially in some Nordic markets consumer demand was
sluggish throughout the year whereas a few markets showed signs
of recovery in the second half of the year. Invoiced sales in the Rest
of Europe decreased slightly compared to 2024 and were 20.2 million
euros (20.3). In general, distribution build-up and customer partnerships
developed favorably, aided by closer customer cooperation and more
dedicated sales resources. The slight decline is due to one important
customer changing its buying strategy, favouring other product
categories in their campaigns and a few customers having financial
difficulties at the beginning of the year. Rest of the world full-year
invoiced sales dropped 0.3 million euros driven by trade uncertainty
in the United States and amounted to a total of 0.6 million euros. We
adapted our commercial strategy and cost level to the prevailing market
conditions and our pipeline of new products performed very well despite
headwind from careful consumers and customers.
Sales by product category
Storage is our biggest product category both in the Nordics and in
the Rest of Europe. Compared to the previous year, the Storage category
declined slightly with full-year invoiced sales amounting to 61.9 million
euros (63.6). The negative sales development in the Nordics impacted
the Storage category invoiced sales. Invoiced sales in the Kitchen
category declined by 8.2% and amounted to 17.7 million euros (19.3).
Especially consumer demand in the Nordics affected the Kitchen sales
negatively. The Home & Garden category showed 6.0% growth with
invoiced sales amounting to 10.0 million euros compared to 9.4 million
euros in the previous year. The growth was driven by higher sales of our
flowerpots made of recycled material.
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Clear growth strategy
We have refined our commercial strategy to strengthen our offering
and ensure efficient development of key channels, key customers and
key markets. Our focus is to become a truly European company, adding
increasing value to our customers and consumers. Our goal is to accelerate
growth especially in the market area Rest of Europe, while ensuring that
our operations are developed to serve all our key markets efficiently.
To ignite consumer demand in 2025 we focused heavily on in-
store visibility, and a good example of this is the building of over
400 SmartStore™ and GastroMax™ shelf implementations in major retail
chains across Europe and the Nordics. The measures taken in the stores
boosted out of store sales and shopper activity. We have deployed
further local resources focusing on France and Germany, the stronger
international commitment is intended to accelerate future growth in
the area outside the Nordics. Invoiced sales outside the Nordic market
accounted for 23.1% (22.9) of Orthex’s invoiced sales in 2025.
Lower emissions
In 2025, we updated our sustainability strategy based on the findings of
the double materiality assessment conducted during the spring. In this
connection, we replaced our previous carbon neutrality target, and our
new main sustainability target is to minimise our impact on the planet.
We strive to reduce our relative emissions and to increase the share
of recycled and renewable raw materials in our production and we
managed to do both in 2025. We made good progress in other areas of
sustainability as well and I’m most pleased to see the improved safety
results and higher scores both in employee engagement index and
customer satisfaction rate.
Taking on 2026 with confidence
The business climate in 2025 was characterized by careful consumer
behaviour and customer uncertainty. Although inflation pressures
slowed down, and interest rates stabilized during the year, demand
did not recover remarkably. During these conditions, we have used our
time efficiently, working on our go-to-market strategy, our internal
operations, reducing complexity and strengthening our commercial
teams and improving our tools. With a strong portfolio of new products,
classic favourites and a very clear plan on how to advance, we take on
2026 with determination and confidence.
I am incredibly proud of the teamwork, individual efforts, and
dedication of our employees in building, adapting and executing our
growth strategy. I want to extend my heartfelt thank you to everyone
at Orthex for their significant contribution throughout the year. To all
our customers and stakeholders, I would like to show my gratitude
and share our ambition to be the best partner for business growth in
the category.
Alexander Rosenlew
CEO
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Professional implementation
We work hard to meet our customers’ and
consumers’ expectations every day.
Constant improvement
through innovation
We believe in development through continuous
improvement.
Sustainable and responsible
development
We strive to minimise our impact on the
environment and actively promote sustainability.
Respectful teamwork
We are committed to developing our
employees, showing respect, and promoting
health and safety.
Our purpose and values
We are inspired by our purpose:
Create long-lasting solutions for an
organised and enjoyable home.
We create, produce, and market high-quality,
functional and sustainable products. Our
offering is based on deep consumer insights,
appealing and creative concepts and
leading brands.
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Orthex’s key priorities in its growth strategy are to become the number one brand in
the storage product category in Europe and strengthen its position as a leading Nordic
houseware company with strong brands and sustainable products.
Solid actions to
keep winning in
the Nordics
Accelerating growth in
the international markets
through strong customer
collaboration
Accelerating growth
through the online
retail channel
Market consolidation
provides growth
opportunities
1 2 3
Orthex aims to grow the Storage product category
in the Nordics through campaigns, expansion of in-
store concepts and launch of novelties.
Orthex targets growth in the Kitchen product
category by focusing on sustainable products and
distribution expansion opportunities.
Orthex expects major growth opportunities in
the international markets and its go-to-market
strategy is delivered through local presence
with a key account approach. The key focus is
to improve the distribution of Orthex products in
Europe, invest in strategic customers and new
customer acquisition.
The company takes advantage of the e-commerce
growth opportunities by strengthening relationships
with e-commerce companies and working closely
with retailers executing a multi-channel strategy.
Orthex anticipates that acquisitions
could be an important opportunity to
reach the company’s strategic objectives.
Orthex intends to carefully evaluate
acquisition opportunities in Europe.
The synergies achieved through acquisitions
are typically related to production, sales
and marketing, logistics, product category
expansions, overheads, and a stronger
bargaining position.
In 2025, the Nordics accounted
for 76.9 percent of Orthex
invoiced sales.
In 2025, international markets
accounted for 23.1 percent of
Orthex invoiced sales.
Strategy
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Commercial factors supporting the growth strategy
• Accelerating efforts to grow the Storage category in
international markets utilising the company’s long
experience in the Nordics.
• The close distribution linkage between Kitchen and Storage
categories enables cross-selling by leveraging Orthex’s
existing customer network.
• Orthex aims to be the most sustainable choice for
the consumer by offering high-quality, safe, and long-lasting
products with timeless design. Orthex is reducing the carbon
footprint of its production and products by increasing the use
of recycled and renewable raw materials.
• Orthex believes that it has potential to be a preferred
supplier of sustainable products.
• Innovation plays an important role in Orthex
growth strategy.
• When developing new products and concepts Orthex
will focus on improving consumers’ everyday life with
sustainable and practical products with timeless design.
CLEAR CATEGORY STRATEGY
FOCUSING ON STORAGE
SHOWING THE WAY IN
SUSTAINABILITY
GROWTH THROUGH
INNOVATIONS
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Profitability
Improving EBITA margin (adjusted
for items affecting comparability)
exceeding 18 per cent over time.
Leverage
Net debt to adjusted EBITDA ratio
below 2.5x. Leverage may temporarily
exceed the target (for example, in
conjunction with acquisitions).
Pay-out ratio
Distribution of a stable and over time
increasing dividend with a pay-out
of at least 50% of net profit on a
biannual basis.
Long-term
financial
targets
Sales growth
An annual organic net sales growth
to exceed 5 per cent on a Group
level, and 10 per cent outside the
Nordics (growth in local currencies).
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SUSTAINABILITY
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Key sustainability actions 2025
Consumers and end-users
Biodiversity and ecosystems
Climate change
Business conduct Pollution
Own workforce
Workers in the value chain
Water and marine resourc
es
Circular economy
Impact materiality
Financial materiality
ENVIRONMENTAL SOCIAL GOVERNANCE
We increased
the share of recycled
and renewable
materials (used kg) to
17.9% (2024: 16.6%).
We were awarded
silver medal for
our sustainability
performance in
the EcoVadis ESG
assessment.
We joined the UN
Global Compact and
committed to its ten
principles.
Our sickness absence
rate decreased to
4.9% (2024: 5.2%) and
our employees’ safety
at work rate (LTIF)
improved and was 5.6
(2024: 10.5).
The Engagement
Index reflecting our
employee satisfaction
improved to 83, on
a scale from 1 to 100
(2024: 81).
Orthex conducted
a double materiality
assessment with key
stakeholders.
ENVIRONMENTAL
SOCIAL
GOVERNANCE
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Sustainability at Orthex
We manufacture high-quality, safe, and durable household products
for everyday needs and they are made with care and timeless design.
Orthex does not make single-use products. Orthex’s products are made
for long-term use and are fully recyclable in all our markets at the end
of their life cycle.
We continuously strive to reduce our emissions and the relative carbon
footprint of our operations. The Science-Based Targets initiative (SBTi)
has approved Orthex’s near-term science-based emissions reduction
target. This means that Orthex’s climate targets are aligned with
the target to keep global warming below 1.5°C in accordance with
the Paris Agreement.
We strive to minimise our impact on the planet and actively promote
sustainability in all our actions throughout the production and
supply chains.
Our key environmental principles are:
• We only produce durable products.
• We minimise the use of resources.
• We only use recyclable materials.
• We increase the amount of recycled and renewable
raw materials in our products.
In 2025, Orthex joined UN Global Compact. It is the world’s largest
corporate sustainability initiative based on Ten Principles in the areas of
human rights, labour, environment, and anti-corruption. It also supports
broader goals like the UN Sustainable Development Goals (SDGs).
Orthex supports all seventeen SDGs. Based on identified priority
sustainability topics, we have determined the most relevant SDGs for
Orthex, and how we can best contribute to them.
We always optimise the use of raw materials and use as much recycled
material as we can. Our products are designed to be as efficient as possible
to produce and transport in order to consume less energy. Our factories’
two main environmental targets are to reduce the use of electricity and to
lower the scrap rate. All our factories use 100-% renewable energy. When
developing new products, we always consider how to optimise logistics.
When transporting the products, we minimise the use of packaging.
EU’s strategy for plastics states that “plastics are an important material in
our economy and daily lives”. For us, plastic is a valuable raw material that
can be used to make long-lasting, safe, reusable, and recyclable products.
Orthex’s products and resource-efficient operations contribute to the EU’s
target to accelerate the transition to a circular plastics economy.
Orthex is actively participating in research projects to advance
circular economy and the use of recycled and renewable plastics.
More information on these projects is available later in this report.
In 2025, Orthex continued its preparations for entry into force
of the Corporate Sustainability Reporting Directive (CSRD).
The new reporting requirements were expected to apply to
the company starting from the beginning of 2025. However,
changes to these reporting requirements were proposed
in the EU, and in December 2025 it was confirmed that
the company would be exempt from the CSRD requirements
due to its size. We are closely monitoring the progress of
the regulation on sustainability reporting and the potential
impacts on the company’s reporting obligations. This
Sustainability Report follows the ESG structure just like
the sustainability reports published by the company in
the previous years.
Sustainability is a core element in implementing Orthex’s growth
strategy and key objectives as we strive to be the storage category
leader in Europe and the benchmark for quality, practicality and
sustainability in every home. In our decision making, we consider
environmental aspects proactively.
The main building blocks of our approach to sustainability are our
long-lasting products, sustainable raw materials, emission reduction,
responsible procurement, and ethical business practices. We care for
the health and safety of our employees and the people who work for our
partners and suppliers and aim for zero-accident vision and culture.
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Annual and Sustainability Report 2025
Double materiality assessment
Orthex’s sustainability agenda and strategy is based on a stakeholder
materiality assessment with an aim to ensure that our sustainability
efforts focus on the most relevant sustainability topics.
Orthex conducted a sustainability materiality assessment with
key stakeholders (customers, consumers, employees, suppliers,
and investors) during the spring of 2025. The previous materiality
assessment was carried out in 2022.
Double materiality assessment process
The 2025 assessment was conducted in accordance with
the Corporate Sustainability Reporting Directive (CSRD) following
the principles of double materiality assessment and the ESG structure.
The materiality survey received over 300 responses, and the results
were supplemented with interviews with selected customers,
investors, and suppliers. The double materiality assessment process is
illustrated in the process chart below.
ANALYSE AND IDENTIFY THE
POTENTIALLY MATERIAL TOPICS
Review of business strategy and
previous materiality assessment.
Industry benchmarking.
ESRS materiality topics.
ENGAGE STAKEHOLDERS
Materiality survey to gather
stakeholder perspectives from key
stakeholders (employees, customers,
consumers, suppliers and investors).
Stakeholder interviews.
ASSESS IMPACTS, RISKS, AND
OPPORTUNITIES
Evaluating the topics on which Orthex
can have the greatest impact (impact
materiality) and the aspects that can
have significant impact on Orthex
(financial materiality).
Prioritizing and visualizing the results
into double materiality matrix.
INTEGRATE THE RESULTS
Integrate results into sustainability
strategy and KPIs.
Approval from the Management Team
and the Board of Directors.
We ensure that our sustainability
strategy is in line with stakeholders’
expectations.
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Double materiality assessment outcome
Orthex has identified its impacts on the environment and society
(impact materiality assessment), as well as sustainability-related
risks and opportunities impacting the company (financial materiality
assessment). The outcome of the assessment is shown in the matrix on
the right, displaying the critical topics for Orthex.
The critical topics for Orthex remained mainly the same as in
the previous assessment and were
• consumers and end-users
• own workforce
• climate change and
• circular economy.
Microplastics emerged as a significant issue across all stakeholders
in the assessment and are a factor under the topic pollution. However,
based on the company’s analysis, microplastics are not a significant
factor in terms of pollution in the company’s operations. Read more
about microplastics on the following page.
Double materiality matrix
Consumers and end-users
Biodiversity and ecosystems
Climate change
Business conduct Pollution
Own workforce
Workers in the value chain
Water and marine resources
Circular economy
Impact materiality
Financial materiality
ENVIRONMENTAL SOCIAL GOVERNANCE
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MICROPLASTICS A WORLDWIDE CHALLENGE
Consumers are increasingly concerned about microplastics
and their potential impact on wildlife and human health. Orthex
stakeholder analysis also showed that in all stakeholder groups one
of the major environmental topics was microplastics.
There have been several studies worldwide showing that
microplastics are hard to filter out and are now found almost
everywhere – in oceans, rivers, soil, air, food, and even drinking water.
Microplastics are tiny plastic particles less than 5 millimetres in
size. They come from the breakdown of larger plastic items – like
bottles, bags, or fishing nets – or are directly released in nature as
small particles from laundering of synthetic clothes or abrasion
of tyres through driving or are manufactured intentionally in small
form, such as microbeads used in cosmetics and toothpaste.
Orthex wanted to ensure that no microplastics are released from
the use of its food storage boxes and tested for these purposes
SmartStore
TM
Sustain food storage boxes which are made of
polypropylene (PP). Each food storage box was filled with water and
left in contact for 10 days at a temperature of 40 °C. Subsequently,
the items, together with the water, were heated in a microwave
oven for 2 minutes at 600 W.
The migration test results showed that there were very little
microplastics (in average 22 particles per food storage box) in
the tested boxes. In fact, 21 of the particles were other than PP,
meaning that the particles did not originate from the product itself
but probably from the test water and air.
In summary: based on this migration test, the risk of microplastics
being released from the food storage box itself is almost non-existent.
As a matter of fact, the biggest microplastic risk for Orthex is related
to plastic pellets, which Orthex uses as raw material for its plastic
products. According to the European Commission, plastic pellets
are one of the sources of unintentional microplastic pollution.
The main cause of emissions is the incorrect handling of the pellets in
the supply chain, such as during manufacturing or transportation.
For Orthex, plastic pellets are valuable raw material which are
processed with due care in line with ISO 14001 Environmental
management standard making sure that they don’t end up in nature.
One of the environmental targets in our production facilities overall
is minimising the production scrap.
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Orthex’s sustainability strategy
Orthex’s sustainability strategy follows the ESG structure, and it is
confirmed annually for a three-year period. Our sustainability strategy
for 2026–2028 drives our actions forward and supports us in reaching
our ambitious long-term sustainability targets. Based on the findings
of the double materiality assessment conducted in line with the CSRD
regulation in 2025, we have streamlined our strategy to focus on topics
where our sustainability-related impacts, risks, and opportunities are
the most significant.
Environmental
We focus on continuously minimising our impact on the environment
and climate, and one of our key targets is to reduce our relative carbon
footprint. In line with the double materiality assessment, our key
environmental topics are circular economy and climate change.
Social
Own workforce, consumers and end-users and workers in the value
chain are the key elements of our social responsibility. Orthex promotes
a zero-accident vision and culture, and we measure our performance
with Lost-Time Injury Frequency (LTIF) rate.
Governance
Orthex’s way of conducting business goes beyond compliance with
applicable laws and regulations - high ethical standards and integrity
are present in everything we do. Our Code of Conduct and Supplier Code
of Conduct define the key principles for how we engage in business.
Orthex’s sustainability strategy, relevant sustainability topics and set
indicators, targets, and results are illustrated in the following two pages.
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KPIs
Topics
Sustainable materials
Energy eciency
Production scrap
Reducing relative carbon footprint
Employee health and safety
Zero accidents culture
Employee satisfaction
Safe and tested products
Customer satisfaction
Responsible suppliers
Ethics and integrity
Sustainable supply chain
Transparent reporting and commitment
Own workforce
Consumers and end-users
Workers in the value chain
Business conduct
Transparency
Circular economy
Climate change
ENVIRONMENTAL SOCIAL GOVERNANCE
PURPOSE: Create long-lasting solutions for an organized and enjoyable home
We create, produce and market high-quality, functional and sustainable products.
Our oering is based on deep consumer insights, appealing and creative concepts and leading brands.
3. Promoting circular economy
4. Cooperation across the value chain
1. Sustainable raw materials share 2035: 80%
2. Energy eciency and renewable energy
Actions:
TARGET
Minimize impact on the planet
MISSION
Sustainability strategy
Aspects
VISION
Storage category leader in Europe and the benchmark for quality, practicality and sustainability in every home.
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Targets and indicators
Orthex’s sustainability targets and key performance indicators (KPIs)
Aspect Topic KPI Indicator Target Result 2023 Result 2024 Result 2025
E
ENVIRONMENTAL
Circular economy Sustainable materials
Share of recycled and renewable materials (used kg) 2035 > 80%
1)
15.8% 16.6% 17.9%
Increase sales of products made from recycled and renewable
materials (%)
> 2 times net sales growth
67%
(Net sales 2.3%)
15%
(Net sales 4.4%)
-12%
(Net sales -2.8%)
Climate change
Energy efficiency Improve 1% annually, baseline 2022 (kWh/produced kg) < 1.028 in 2028
2)
1.025 1.024 1.018
Production scrap Scrap rate, despite of increase of recycled materials 2028 < 1%
3)
0.87% 0.95% 0.95%
Reducing relative carbon
footprint
CO
2
per produced kg (kg CO
2
eq./kg) Reduce annually 2.0 2.0 1.9
S
SOCIAL
Own workforce
Employee health and safety Sickness absence rate (blue-collar employees) < 5% 6.1% 5.2% 4.9%
Zero accident culture LTIF < 10 6 10.5 5.6
Employee satisfaction Engagement index Improve annually 79 / 100 81 / 100 83 / 100
Consumers and end-users
Safe and tested products All food contact materials tested 100% 100% 100% 100%
Customer satisfaction Customer satisfaction rate Improve 4.08 / 5 4.08 / 5 (2023) 4.15 / 5
Workers in the value chain Responsible suppliers
Share of suppliers that are BSCI members (in risk countries),
repr. 90% of purchase value
100% 100% 88% 100%
G
GOVERNANCE
Business conduct
Ethics and integrity Share of employees committed to Code of Conduct 100% 100% 100% 100%
Sustainable supply chain Suppliers aligned with Supplier Code of Conduct (A + B Suppliers) 100% 88% 100% 100%
Transparency
Transparent reporting and
commitment
EcoVadis rating
4)
Minimum Silver Silver Bronze Silver
Commitment to Science-Based Targets initiative Committed Committed Committed Committed
1)
Updated target year.
2)
New target for energy efficiency for 2026–2028.
3)
New target for scrap rate for 2026–2028.
4)
New target
Achieved In progress Actions needed New target
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Environmental:
Promoting circular economy
Orthex strives to continuously minimise its impact on the planet and to
reduce its emissions. The products we manufacture are of the highest
quality and are meant to last for years or even decades. Even after
a product has worn out, it can be recycled, and the material reused for
other purposes.
All our factories are ISO 14001 and ISO 9001 certified for environmental
and quality management, respectively. These certificates were renewed in
2025. We are making significant efforts to increase energy efficiency and
have been able to reduce our relative energy consumption year after year.
Our focus areas within responsible production are reducing our greenhouse
gas emissions, increasing the share of recycled and renewable raw
materials, and promoting the circular economy of plastics.
In 2020, we disclosed our target of aiming towards carbon neutral
production by 2030. In addition to reducing emissions, offsetting
emissions was part of our carbon neutrality plan. However, the operating
environment and expectations towards companies have changed,
and today, offsetting emissions is no longer regarded as a sustainable
option. Instead, we recognise the need to reduce emissions in our own
operations. As a part of the comprehensive sustainability strategy update
regarding the years 2026–2028, we replaced our previous carbon
neutrality target with a new target: Minimising our impact on the planet.
Our KPI related to this target is annual reduction of CO
2
emissions per
produced kg (kg CO
2
eq./kg).
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Our road map to reduce emissions
In accordance with our updated sustainability strategy, our main
environmental target is to minimise our impact on the planet. This is
why we have simulated our road map to reduce emissions, taking into
account Scope 1, 2 and 3 emissions.
In addition to direct greenhouse gas emissions from our operations
(Scope 1) and the production of purchased energy (Scope 2), we
have included the following relevant indirect emissions (Scope 3) in
our target: purchased goods and services; fuel and energy-related
activities; upstream transportation and distribution; and waste
generated in operations.
Our Scope 2 emissions are zero since we use EPD certified renewable
hydropower electricity in all our factories. As almost all our remaining
emissions originate from the raw materials (Scope 3), we are focusing
our efforts on increasing the share of recycled and renewable raw
materials in our production. Key drivers enabling us to move towards
our goal are launch of products made of recycled raw materials,
development of plastic recycling and recycling technology, new
sources of raw materials, and innovations.
Orthex road map to reduce emissions
We focus our efforts on
increasing the share of
recycled and renewable raw
materials in our production.
2020 2025 2030 2035
Scope 2 emissions
reduced to zero
100% renewable energy
Raw material
development
Launch products made of recycled and renewable raw materials
Plastic recycling technology development
Innovations / new sources of raw materials
Scope 1, 2 and 3 emissions
Our key focus is on our Scope 3 emissions
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Most of our greenhouse gas emissions originate from purchased goods
and services, such as raw material extraction, and the end-of-life of sold
products, like the incineration of products for energy. The latter is excluded
from our target to reduce our emissions. This is because of our limited
ability to influence consumer behaviour – whether they recycle or discard
our products after use – but also because it is difficult to evaluate how
the recycling of plastic develops.
As our products will be in use for decades, it is likely that by the time they
reach their end-of-life stage, most plastic will be fully recycled. Even if we
have limited influence on consumer recycling behaviour, we proactively
promote the recycling of plastics in our communication channels, and we
actively participate in plastic recycling awareness-raising activities. In addition,
we make considerable investments to find new methods and raw material
solutions. Read more about our research investments later in this report.
The emission factors used in the market-based calculation of Orthex’s
carbon footprint are based on widely used and trusted sources, such as
the licensed databases of Ecoinvent and Sphera. When primary data from
our suppliers is not available, average emission factors are used. Orthex’s
emission calculations have been carried out by a third party in accordance
with the GHG protocol. Last year’s emission calculations were also
verified by an independent external party. The verification report showed
that the emission calculations had been carried out appropriately and in
accordance with the requirements of the standards.
In 2025, our relative carbon footprint that eliminates the impact of business
growth decreased slightly and was 1.9 kg CO
2
eq./kg (2024: 2.0 kg CO
2
eq./
kg). Due to lower production volume, our total emissions decreased and were
29,933 tCO
2
-e (2024: 30,775 tCO
2
-e). We will continue to increase the share
of recycled and renewable raw materials in our production to reduce our
emissions even further.
Total CO
2
emissions 2021–2025 (tCO
2
-e)
Year Scope 1 Scope 2 Scope 3
TOTAL
(Scope 1, 2, 3)
kgCO
2
eq./
produced kg EoL
2021 66 0 33,871
1)
33,937
1)
2.1
1)
30,203
2022 59
1)
0 27,362
1)
27,421
1)
2.0
1)
28,500
1)
2023 66 0 29,953 30,019 2.0 30,047
2024 69 0 30,704
1)
30,773
1)
2.0 31,303
2025 4 0 29,929 29,933 1.9 31,300
1)
The figure has been adjusted with corrected calculations.
Waste generated
in operations
EoL sold
products
Production of
purchaced energy
Fuel and energy
related activities
Upstream
transportation
and distribution
Purchased
goods and
services
Direct emissions
at production
plants
SCOPE 2
SCOPE 3
SCOPE 1
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Sustainable raw materials
Increasing the share of recycled and renewable raw materials
Orthex promotes sustainability in all choices made along the life cycle
of a product. We only use durable and recyclable raw materials while
minimising their use and optimising logistics. Reducing emissions, and
increased sourcing of recycled and renewable raw materials are at
the core of our strategy and sustainability vision.
In connection with our sustainability strategy update, we changed
the target year related to our target to increase the share of used
recycled and renewable raw materials in our production to 80% and
the new target year is 2035 (the previous target year was 2030).
The main reason for changing the target year was the switched focus
from applying mass balance approach on recycled raw materials. Use of
recycled raw materials is easier for the consumers to understand and
act upon than the mass balance approach and its benefits. On the other
hand, supply of high-quality recycled materials suitable for our criteria
is still challenging. Hence, additional time to reach the target is needed.
In 2025, the share of recycled and renewable raw materials (used kg in
production) increased and was 17.9% (2024: 16.6%).
Our second target related to sustainable raw materials is to grow
the sales of products made from recycled and renewable materials,
and this growth should be more than twice as high as the company’s
overall net sales growth. In 2025 we did not achieve this target; instead,
sales of products made from recycled and renewable materials declined
even more than our total net sales. This was due to the fact that during
the year we discontinued applying the use of mass balance approach in
the production process of many of our popular products.
We have launched several new products made from recycled plastic
during the years 2024 and 2025 and believe that the sales of these
products will grow in 2026.
We aim to increase the share of
recycled and renewable materials
in our production.
Recycled raw materials
The carbon footprint of products made with recycled content is lower
than that of products made with conventional plastic. We have used
recycled plastic in our production since the 1990s and currently,
a prerequisite for all new product investments is that the material
should be either recycled or renewable.
In 2017, Orthex was among the first consumer goods companies in
the world to start using plastic packaging recycled by consumers as
raw material for new products as soon as technology allowed it. Today,
this plastic comes mainly from RecyClass certified suppliers in Europe.
The RecyClass certification is designed to ensure the traceability and
transparency of recycled plastics in the European market. It verifies
the quality and sustainability of plastic recycling processes.
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We also use recycled plastic from industrial sources. This material
originates from reliable RecyClass certified suppliers as well.
The suppliers make the raw material by collecting post-industrial plastic
waste from various sources, and the mix may vary. Post-industrial plastic
waste is generated for example in industrial packaging, injection moulding,
thermoforming, plastic manufacturing, and industrial processing.
We manufacture all our flowerpots and many other products from
industrial recycled plastic.
All our products are recyclable.
The plastic in our products can be recycled approximately 10 times. In
practice, however, recycled plastic is always a mixture of plastics of
different ages, some of which have been recycled more often than others.
This means that while a certain part of the plastic mass can be recycled
10 times, the product as a whole can be recycled almost indefinitely.
One of our novelties in 2025 is the SmartStore™ Comfort storage
container range. The products in the SmartStore™ Comfort range include
95% post-consumer recycled plastic. The SmartStore™ Comfort range
has been awarded the Blue Angel certificate. Blue Angel is a German
ecolabel that identifies products and services with high environmental
standards throughout their life cycle. The recycled plastic content must
be at least 80% post-consumer recycled plastic, and the plastic source
must be traceable via recognized schemes (e.g. RecyClass).
Our SmartStore™ Recycled product range and some of the storage
baskets in the SmartStore™ Basket range are also certified according to
the Blue Angel ecolabel.
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ORTHEX’S PAULINA SELFWATERING POT ONE OF FINLAND’S MOST SUSTAINABLE PRODUCTS
Orthex’s Paulina self-watering pot was the winner in the Home &
Leisure time category of the Finland’s Most Sustainable Product
2026 competition. The winners were chosen by an independent
sustainability panel. The purpose of the competition is to combat
greenwashing by highlighting consumer products that support
a sustainable lifestyle. The competition is arranged by the Nordic
sustainability technology company Infine.
For each product, the panel assesses whether it enables more
sustainable living and whether it is a more sustainable choice
compared to alternatives in the category. The panel evaluates how
the product addresses aspects such as combating climate change,
promoting circular economy, decent work, human rights, enabling
sustainable consumption, reducing environmental footprint,
biodiversity, water use, and adherence to good business ethics.
According to the selection panel, the Paulina self-watering pot is
the sustainable choice because it is made entirely from recycled
material in Finland, and all production waste material is reused
to create new material. In addition, the product is designed to be
extremely durable and long-lasting and is manufactured using
renewable energy. The production process utilizes closed-loop
system for water use, which means no wastewater is generated.
“We participated in this competition because we believe responsibly
manufactured products deserve visibility, and the competition
provided a great platform for that. Winning brings important
recognition to our product and strengthens our customers’ trust
that sustainability is a core value for us. That’s why we are truly
honoured by this important acknowledgment,” says Hanna
Kukkonen, Orthex’s Chief Marketing and Sustainability Officer.
Orthex has been using recycled plastic in its products since
the 1990s, and today, for example, all our flowerpots and balcony
boxes are made from recycled plastic.
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Renewable raw materials
Plastics made from renewable raw materials, also often called bio-based,
reduce our dependency on limited fossil resources and have a significantly
smaller carbon footprint than fossil-based plastics. We currently use
three renewable raw materials for our GastroMax
TM
BIO kitchen utensils
and GastroMax
TM
tableware: wood fibre, sugarcane, and castor oil. These
products have OK Biobased certifications, which assures the share of bio-
based raw materials in the products. We buy the renewable raw materials
from reliable suppliers who we have long relationship with and require
that the raw materials have applicable certificates.
Mass balance approach
The mass balance approach means that recycled and renewable
materials are mixed with fossil materials in the raw material production
process. This reduces the amount of fossil-based plastic in the world.
We use ISCC PLUS certified renewable raw materials in SmartStore™
Sustain food containers. These products are made with 80% of bio-
based plastic. The bio-based content is allocated to the products by
applying the mass balance approach.
However, we have decided to reduce the application of the mass
balance approach in the manufacturing of our products as the method
is still difficult for consumers to understand. Instead, in many of our
products, we have shifted to using completely recycled or renewable
raw materials, which also supports our goal to increase the share of
recycled and renewable raw materials in our production.
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Investing in the research of
sustainable raw materials
We invest in research to find new methods and raw materials
We want to provide consumers with the opportunity to choose more
environmentally friendly products, and we invest in research to find new
methods and raw material solutions. The goals of the research projects
are to increase the use of recycled and renewable plastics, and to promote
circular economy. In line with Orthex’s sustainability strategy, the projects
support our emission reduction target and the target to increase the use of
sustainable raw materials.
Food-safe recycled plastic
Together with other partners in the Borealis SPIRIT program, Orthex
investigated whether recycled plastic can be used in products suitable
for food contact, expanding possibilities to use sustainable materials.
The project came to its end by the end of 2025.
The goals of the project were to build an ecosystem aimed at increasing
the use of recycled plastic and to generate new information about
the use of recycled plastic in different applications, especially in
products suitable for food contact.
The results of the product development and tests were encouraging
and indicated that recycled plastic is, at least in principle, suitable for
food contact. However, starting profitable industrial scale production
would, among others, require further development of sorting technology
and amendments to regulations governing the use of recycled plastic.
The project was part of the extensive and pioneering Borealis SPIRIT
(Sustainable Plastics Industry Transformation) program supported by
Business Finland, which aims to transform the plastics industry towards
a more sustainable future.
Towards circular
economy of plastics.
PlastLIFE SIP-EU project promotes the circular economy
of plastics
Since January 2023, Orthex participates in a large cooperation project of
seven years to promote the circular economy of plastics. The PlastLIFE
SIP-EU project piloted by the Ministry of the Environment and the Finnish
Environment Institute (SYKE) is part of the EU’s LIFE program.
As part of this project, Orthex is working to identify and test new
environmentally friendly plastic raw materials, aiming to bring
pioneering products to market. Examples of novelties launched by
Orthex as results of this work are the SmartStore
TM
Bedroller, the sorting
solution SmartStore
TM
Stack-it, and the storage solution SmartStore
TM
Module, which are manufactured using recycled plastic raw materials.
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Reusify project aims to reduce single-use packaging
In addition, Orthex is a participant in the Reusify project, which started
in 2024. The project aims to reduce single-use packaging by developing
reusable packaging systems. Orthex goal in this project is to offer
consumers reusable take away containers in stead of single-use plastic
ones in grocery stores, hotels, cafes and restaurants.
The Reusify project aims to generate new knowledge and expertise
about the introduction of packaging systems that enable reuse, and
thereby new export opportunities for Finnish industry participants.
The initiative is expected to contribute significantly to the circular
economy by reducing the use of fossil-based packaging materials and
addressing packaging waste challenges.
The Reusify project is three and a half years long co-innovation
research initiative led by VTT Technical Research Centre of Finland
Ltd. and the University of Vaasa, involving 21 stakeholder organisations
including Orthex. It is primarily funded by Business Finland. The project
is part of the broader Borealis SPIRIT (Sustainable Plastics Industry
Transformation) program.
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Resource efficiency
Our efficient operations save natural resources
Orthex’s operations are resource efficient and have minimal impact on
the environment, including local biodiversity. In optimizing resource
efficiency, our focus areas are improving energy efficiency and
decreasing production waste, or scrap. Our objective is always to save
natural and other resources.
We use renewable hydropower in all our factories. Our energy
consumption per kilogram of product continued decreasing in 2025,
reflecting improved energy efficiency. The energy used to produce 1 kg
of goods has decreased by 12.4% compared to the 2020 average.
Another way to improve energy efficiency in our operations is to
replace old machines with energy efficient ones. Investments in
energy efficient machines have contributed to reducing Orthex’s
energy consumption significantly. Our energy efficiency target
for the period of 2023–2025 was to improve energy efficiency 1%
annually (baseline year 2022).
Progress in energy consumption 2021–2025 (kWh/kg)
Year Outcome Target
2021 1.100 1.106
2022 1.092 1.073
2023 1.025 1.081
2024 1.024 1.070
2025 1.018 1.059
Regarding years 2026–2028, our energy efficiency target is to improve
energy efficiency 1% annually (baseline year 2022).
We optimise our production in a way that minimises the emergence of
poor-quality products or production scrap. If scrap is created despite our
measures, mainly due to colour or material change during production,
we are able to reuse the vast majority of it as raw material elsewhere
in production. This effectively eliminates the creation of actual scrap.
Our target is to reduce the share of production scrap (cost of scrap
products compared to produced volume) to below 1% during the years
2026–2028. This is an ambitious target, since the increased use of
recycled raw materials means also increased amount of production
scrap. The target for the scrap rate in 2025 was below 1.1%, and we
reached our target since the scrap rate was 0.95% (2024: 0.95%).
Progress in reducing production scrap 2021–2025 (cost of scrap
products compared to produced volume, %)
Year Outcome Target
2021 0.98% 1.50%
2022 0.96% 1.47%
2023 0.87% 1.45%
2024 0.95% 1.42%
2025 0.95% 1.10%
All our factories have closed-loop systems for water use. Our operations
use cooling water in their manufacturing processes, and the water
is fully recycled in production. No wastewater is generated in our
operations, and no water is released into nature.
As our products only contain the raw material and colour, we use minimal
volumes of chemicals in our production. Some chemicals are used for
other purposes, for example for cleaning. We also follow the Substitute It
Now (SIN) list to control the chemicals included in the making of our raw
materials. The SIN-list is a database of chemicals likely to be restricted
or banned in the EU. The purpose of this list is to support organisations in
identifying and replacing substances of high concern, based on the criteria
defined in REACH, the EU’s chemical regulation.
No wastewater is generated in
our operations, and no water is
released into nature.
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Biodiversity
Our biodiversity impacts come from our supply chains
Orthex’s own operations are resource efficient and have minimal impact
on the environment, including local biodiversity. Our indirect biodiversity
impacts come from our supply chains, and together with the Finnish
Chemical Industry Federation and other member companies we have
created long-term, industry-level biodiversity vision, targets, and
roadmap. The most significant identified impacts of the chemical industry
on biodiversity are associated with raw material supply. These are
greenhouse gas emissions, changes in land- and water-use and natural
resource use and exploitation.
Orthex is involved in the chemical industry’s global sustainability program
called Responsible Care which was adopted in Finland in 1992. The program
is based on continuous improvement, sharing best practices, and annual
reporting. The chemical industry aims to achieve carbon neutrality and
a net positive impact on nature by the year 2045. The Finnish Chemical
Industry Federation has established a common approach to measure and
track biodiversity impacts within the industry over the years.
Promoting the recycling of plastic
Orthex fully supports the notion that plastic belongs in circulation, not in
nature. Plastic is a valuable material and recycling plastic is a responsible
act for a sustainable future.
Orthex is part of a value chain that enables the new life of plastic
packaging through recycling. We proactively promote the recycling of
plastics in our communication channels and various events, while also
engaging in dialogue with relevant actors. Orthex also cooperates with its
customers to raise awareness on recycling.
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Social: Safe workplace and
tested products
Caring for our people
Orthex is committed to providing a safe, inclusive, and motivating work
environment. We actively manage occupational health and safety risks,
implement preventive measures, and invest in employee training and
engagement. Leadership and employee commitment are key drivers of
continuous improvement. We monitor our progress through monthly and
annual reports and meetings.
Occupational safety
Orthex promotes a zero-accident vision and culture. We want to ensure
that all our employees have a safe workplace every day. Our focus
is on preventing safety incidents, which is why we encourage our
employees to report any near-misses, unsafe practices, or other safety
observations. All reports are carefully analysed, and actions are carried
out to prevent similar situations from re-occurring in the future.
Orthex’s operations are audited with ISO 45001 certification for
occupational health and safety (OHS). This certificate was renewed in
2025. The certificate provides requirements for and guidance on an OHS
management system. The goal is to enable organisations to provide safe
and healthy workplaces by preventing work-related injuries and health
issues, and to help improve their OHS performance.
To ensure the safe use of chemicals, we provide our employees with
bulletins that define the hazard level of the chemical and include
relevant instructions for use and protective gear. Our Supplier Code of
Conduct also requires our suppliers to ensure a safe and healthy working
environment for their employees.
Our safety at work KPI is Lost-Time Injury Frequency (LTIF). This KPI
allows us to benchmark our safety performance, since it is widely used
in peer companies. Our LTIF target regarding the entire personnel is set
at less than 10 incidents per million work hours. This figure is clearly
below the average LTIF rate in Finnish industry. In 2025, our employees’
LTIF rate improved and reached an excellent level of 5.6 (2024: 10.5).
Health and well-being
We believe that the health and well-being of our employees form an
important part of their working ability. To ensure this, Orthex offers its
employees high-quality, employer-provided occupational health care.
We also promote an early support model that aims to prevent and early
detect any negative developments regarding employee health, safety,
and well-being. The model enables managers to provide adequate
and timely support to employees and to promote dialogue as part of
the company culture.
We measure health and well-being of our blue-collar employees with
a key performance indicator for sickness absence rate (% of total
theoretical working hours). The target for this indicator is to reach
the level of below 5%. In 2025, we reached this target for the first time,
and our sickness absence rate decreased to 4.9% (2024: 5.2%). It is
a top priority for us to ensure the health and safety of our employees,
and they are instructed to stay at home with the slightest symptoms of
an illness. We also continue hybrid working practices where remote and
in-office days vary depending on the situation.
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Human resources
In human resources, we focus on developing an organisation with
highly motivated and skilled employees and competent leadership,
while enabling continuous improvement for all. Orthex’s performance
management and development process is a key element in guiding
employee performance and development. All managers are evaluated by
their teams annually, and all employees are provided with a structured
way of giving and receiving feedback. This helps ensure that everyone has
an opportunity to influence their personal development.
Employee feedback helps us build
a safe and motivating workplace.
Our annual employee surveys and their follow-up surveys are also
important elements of people management at Orthex. The annual
employee survey focuses on the following topics: engagement, leadership,
team efficiency, organisational and social work environment, and
management. The employee survey’s response rate declined slightly from
the previous year but was again excellent 95% (2024: 98%).
We measure our employee satisfaction with the KPI Engagement Index,
and we have set a target to improve annually. The relationship between
engagement and profitability of the organisation is well established.
Based on the responses to eight questions related to motivation and
commitment, our employees’ Engagement Index improved and was
83/100 in 2025 (2024: 81/100).
Employee survey helps to identify employee strengths and areas of
improvement. Each team discusses the survey results annually and
agrees on plans for development actions with regular follow-up of
results and implementation.
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Diversity and inclusion
We promote equality and do not tolerate discrimination in any form.
Our employees have the freedom to organise themselves, and we
respect trade unions and personnel representatives and engage in open
dialogue with them. Our employee survey confirms that our employees
feel that people are treated fairly at work, regardless of sex, age, or
cultural background and that everyone can express themselves freely
and safely and feel part of a greater context.
Orthex had 308 employees at the year-end, which is slightly less than
at the end of 2024 (312). The distribution of employees by functions and
gender is described in the enclosed graphs.
Continuous improvement
We operate an internal reporting system for employees’ development
proposals, reports of deviations, incidents, and accidents, including close
calls. Each proposal and report are evaluated and documented. Based on
these employee observations, we have done numerous improvements
in, for example, our ways of working, work environment, and safety
equipment. Our target is to have each production and warehouse site
employee submit at least one development proposal annually.
In 2025,
we got 314 development proposals which is substantially more than in
2024 (224) meaning that we clearly reached our target.
Production (160)
Warehouse (62)
Sales (52)
Admin (20)
Marketing (14)
Headcount
by function
Total 308
Male 54%
Female 46%
Employees
by gender
Male 71%
Female 29%
Members of the
Management
Team by gender
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Product safety
We ensure our products are safe to use
Product safety is a top priority for Orthex. We take great pride in offering
products that are manufactured with safe, high-quality raw materials
that make them durable, functional, and safe to use. We comply
with all relevant product safety regulations and guidelines, such as
the EU’s General Product Safety Regulation regarding consumer goods,
the Regulation of good practices in food contact material operations, and
the Regulation on plastic materials and articles in contact with food.
All our products made from conventional plastic are free of Bisphenol
A (BPA) and phthalates. Recycled plastic is also tested and safe, but as
it originates from multiple plastic products, it cannot be used in food-
contact products.
Around 90% of Orthex’s products are manufactured at our factories in
Finland and Sweden. The remaining 10% are manufactured by carefully
selected suppliers, mainly in the Far East. We only work with reliable
suppliers that follow all regulations for food contact materials and test
their raw materials. For more information about how we work with our
suppliers, see section Sustainable supply chain.
Product safety is a top
priority for Orthex.
Food contact products
We follow all EU regulations concerning food contact products.
All these products are carefully tested on a regular basis in independent,
accredited laboratories to ensure product safety. For example, our lunch
boxes undergo heat resistance testing to ensure that no substances
are released into food during heating. We specify these details in our
product-specific Declarations of Compliance. In addition, symbols on our
products and their packaging present which temperatures the product
endures and whether it is safe to use in, for example, the microwave,
fridge, or dishwasher. For more information about our product symbols,
visit www.orthexgroup.com.
Regulation on recycled plastics material which entered into force in
2022 aims to increase the use of recycled plastic material in food
contact materials while ensuring the safety of recycled plastic. Recycled
plastic materials and articles intended to come into contact with food
must be both chemically and microbiologically safe. We follow closely
developments in this area and are constantly looking for new and safe
raw material sources for recycled plastic. The European Food Safety
Authority’s approval process for registering a new recycled raw material
intended for food contact is a long-term process that requires a lot
of raw material testing, process validation and other verification of
the functionality of the process and that the recycled raw material is
completely safe to use in food contact.
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SMARTSTORE
TM
CLASSIC 30 YEARS OF RELIABLE STORING OF MEMORIES
SmartStore™ Classic has been a trusted partner in home storage
for over three decades. This range of boxes has helped people to
organise, protect, and cherish their belongings and memories in
a safe manner. In 2025, we celebrated the Classic range and its
30th anniversary!
The SmartStore™ Classic range includes a wide assortment of
premium-quality storage boxes for various needs. As our most
popular range, SmartStore™ Classic is valued for its practical
features: transparent material for easy content identification, sturdy
clips – made from recycled material – that keep the lid firmly in
place, and a design that allows the boxes to be securely stacked.
In addition, the boxes are food approved, which is an important
feature for consumers and a guarantee of quality and safety.
The SmartStore™ Classic boxes come with a 10-year guarantee.
These boxes are built to last – just like the memories they hold.
The journey of our Classic box began in 1995. At that time, it
wasn’t yet called SmartStore™, since it was originally designed for
the Danish company Dynoplast. Later that same year, Dynoplast was
acquired by the Swedish Hammarplast Consumer AB. Hammarplast
Consumer AB, in turn, became part of the Orthex Group through an
acquisition in 2011. The SmartStore™ brand was launched in 2010.
The story of the SmartStore™ Classic storage box range as a high-
quality and safe product range will continue to the next generations.
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Customer satisfaction
We help our customers achieve their sustainability targets
Orthex serves various retail customers, such as traditional convenience
stores, specialty and hardware retailers, online stores, and department
stores. Consumers – the customers of our customers – are another
important stakeholder group to us. We believe that satisfied customers
and consumers will lead to a healthy and growing business. We work hard
to meet or exceed the expectations of our customers and consumers.
We seek to be the preferred value-creating partner to our customers,
and we are committed to helping them to create outstanding in-store
presentations. From planning to execution, we collaborate with retailers
to design concepts that enhance product visibility and make it easy
for consumers to find and choose the right products for their needs. In
2025, we set up over 400 branded points of sales together with major
retail chains in the Nordics and elsewhere in Europe.
We actively participate in the sustainability work of our customers and
provide them with data which they can use in their calculations and
target setting. As we increase the share of recycled and renewable
raw materials in our production and reduce our relative emissions,
we can further support our customers in achieving their own
sustainability targets.
We believe that satisfied customers
and consumers will lead to a healthy
and growing business.
The vast majority of our products are manufactured in Finland and
Sweden, which means that the distance to our core markets –
the Nordic countries and Europe – is short. This enables us to react to
customer needs in a timely manner and with less tiers in the customer’s
supply chain. Our warehouse in Germany increases the efficiency of our
logistics in Europe.
We measure customer satisfaction with a survey every second year.
The latest survey was conducted in 2025 when we improved our
customer satisfaction rate to 4.15 (2023:4.08), on a scale from 1 to
5. Our customers were extremely pleased with their key account
managers at Orthex and rated their activity and help with an excellent
score of 4.4 (2023: 4.5).
French customer: “We have a very good
relationship with Orthex, characterized
by great responsiveness and smooth
communication. This strong partnership
allows us to move forward together.”
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Responsible suppliers
We support our suppliers in sustainable business practices
Our suppliers are key partners for us in controlling and developing
the sustainability of our value chain. We aim for active engagement
with our suppliers and continuous evaluation and development of their
performance and we expect them to comply with our Supplier Code
of Conduct. In high-risk countries, we monitor compliance with our
Supplier Code of Conduct in the supply chain through amfori BSCI.
More information on Orthex’s supplier collaboration is available under
section Sustainable supply chain later in this report.
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Sustainability Governance:
Part of everyday work
Orthex’s sustainability strategy is confirmed annually for a three-year
period including the company’s key sustainability topics in environmental,
social and governance (ESG) areas. Key performance indicators and
targets are defined for each topic.
Sustainability work is led by the Board of Directors, the CEO,
and the Management Team. The Board of Directors approves
the company’s sustainability strategy and annually set sustainability
targets and monitors performance against the targets. The Management
Team reviews the company’s most important sustainability indicators
monthly, and all indicators once a year. Progress in sustainability is
part of the CEO’s incentive plan (read more in the Remuneration Report
2025) and the Management Team members’ incentive plan.
The everyday sustainability work at Orthex is integrated into all
operations and functions. Orthex’s sustainability strategy is executed by
a dedicated team which monitors the progress of the set sustainability
targets. The team is led by the Chief Marketing and Sustainability Officer
(CMSO) and Chief Supply Officer (CSO) who report directly to the CEO
and are members of the Management Team. The team includes our
ESG Advisor and representatives of our quality functions and, through
the CMSO and CSO, covers production, procurement, marketing,
sustainability, product development, and commercial functions.
The ESG Advisor is responsible for the development of the company’s
sustainability strategy and for coordinating and implementing
sustainability initiatives in line with the sustainability strategy.
Orthex’s key sustainability-related policies and principles are:
• Orthex Code of Conduct
• Supplier Code of Conduct
• Anti-Corruption Policy
• Equal Rights & Opportunities Policy
• Quality, Environmental and Safety Policy
• Procurement Policy
• HR Policy
Sustainability-related risks
Orthex’s risk management policy classifies risks into three groups:
strategic, operational, and financial risks. Orthex assesses ESG risks
as part of systematic risk management process. Sustainability-related
risks are typically covered under operational risks, where we review
circumstances or events that can cause harm to people, property,
business, information, or the environment.
The responsibility for implementing risk management lies with
the Management Team, and we strive to ensure that each employee
understands and can control risks within their operational environment
and responsibilities. We do this by, for example, implementing our Code
of Conduct (business ethics risks) and ISO 45001-certified management
system (occupational safety risks). Our employees also receive regular
training in cyber security, and annual competition law training is
provided for employees in contact with our customers and suppliers.
Stakeholder analysis
Our annual organisation-wide stakeholder analysis includes mapping
of our key focus groups in upstream and downstream value chain and
identification of the most significant stakeholders within these groups.
Our key focus groups include for example our A and B level suppliers,
customers and consumers. We define our influence on the stakeholders
and their interests and evaluate each stakeholder’s importance to us and
our interests. Based on this, we assess potential risks and opportunities
related to the most significant stakeholders in our value chains.
Read more about our risk management and ESG risks in the Board of
Directors’ report for the year 2025.
We have a dedicated team that
is monitoring the progress of set
sustainability targets.
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Ethics and integrity
We aim to go beyond compliance
Orthex operates internationally, and we strive to comply with all laws
and regulations applicable to our operations. However, our way to
conduct business goes beyond that: high ethical standards and
integrity are present in everything we do. Everyone at Orthex has a role
in ensuring that the company operates in an ethical and responsible
manner, regardless of the situation. We train and educate our employees
to ensure that everyone understands what ethical behaviour is and how
to demonstrate it.
Orthex Code of Conduct applies to all our employees, and members
of the Management Team and the Board of Directors. The Code of
Conduct was updated in 2025, and all employees completed the training
provided on the updated Code of Conduct.
The Code of Conduct defines the key principles for how we engage in
business, treat each other, and safeguard Orthex’s assets and data. It is
a tool that helps recognise ethical dilemmas and presents ways to solve
them. Our employees are encouraged to report any breaches of the Code
of Conduct to their supervisors or through Orthex’s whistleblowing
channel. Our KPI related to ethical business practices is the share of
employees committed to Orthex Code of Conduct, and the target is
100%. In 2025, we achieved this target (2024: 100%).
To promote accountability and foster a responsible company culture,
we have an internally operated whistleblowing channel. The channel
is open to all internal and external stakeholders and can be used
anonymously. Employees can use the channel via the company’s
intranet pages and other stakeholders through the company’s
website (Whistleblowing - Orthex Group). The employees and other
stakeholders may use the channel to report suspected non-compliance
with Orthex’s Code of Conduct or Supplier Code of Conduct; breaches of
legislation; or other regulations or guidelines. Such non-compliance may
include, for example, approval of a gift against guidelines, fraud, forgery,
conflicts of interest, or inappropriate behaviour by a colleague or partner.
When Orthex receives a report on a suspected misconduct or
non-compliance, the matter is first investigated by the CEO and
the respective member of the Management Team. After processing
the report, the CEO determines potential further actions. Violations of
the Code of Conduct, including failure to report a violation of the Code of
Conduct, or making a false report of a violation, may result in disciplinary
action including termination of employment. The whistleblowing reports
are always processed in confidence, and the whistleblower, their
personal data, and the subject of the report are protected in accordance
with the applicable whistleblower protection, data protection and
information security laws. We did not receive any reports through
the whistleblowing channel in 2025 nor the previous year.
Orthex’s way to conduct business
goes beyond complying with laws
and regulations.
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Sustainable supply chain
We have strict sustainability requirements for our suppliers
The company’s Procurement Policy guides our procurement practices.
Orthex procures its raw materials mainly from European suppliers.
Only slightly more than one percent of the raw materials used by
the company come from elsewhere than the EU area or Great Britain.
Our suppliers are key partners for us in controlling and developing
the sustainability of our value chain. We aim for active engagement with
and continuous evaluation of our suppliers. In the evaluation process
we take into account sustainability, cost efficiency, innovation skills, risk
management, and other opportunities. Sustainability is at the core of
our business and that drives us to find alternative and more sustainable
solutions. Elements of more sustainable solutions are defined by
category. Main target is to reduce CO
2
emissions and improve resource
and energy efficiency.
Supplier Code of Conduct
Our Supplier Code of Conduct (SCoC) presents Orthex’s sustainability
requirements for suppliers. Our suppliers must either commit to our
Supplier Code of Conduct or present their own code of conduct with
similar or stricter sustainability requirements compared to those in our
SCoC. Our target is that all our A and B classified suppliers must commit
to align with Orthex Supplier Code of Conduct, and we achieved this
target in 2025 (2024: 100%).
If our audits or evaluations reveal non-compliance with our SCoC, we
require the supplier to take corrective action and remedy any adverse
impacts on people or the environment, as well as ensure the prevention
of similar issues taking place in the future. The supplier is given
a timeframe to complete the agreed actions. If the supplier is unable to
take corrective, remedial, or preventative measures on its own, we will
support in developing and implementing an action plan.
If the supplier is unwilling to take corrective action, or there are repeated
and serious breaches of our SCoC, Orthex has the right to end the business
relationship. Orthex will not conduct any business with a supplier engaged
in violations of fundamental human rights, and we will immediately
terminate the business relationship with a supplier that commit such
violations. These zero-tolerance practices are listed in our SCoC.
In addition to engaging with our suppliers directly, we are a member
of amfori BSCI, a platform that enables companies to improve visibility
over the social performance of their supply chain. In countries that
we have determined high-risk, we monitor compliance with our SCoC
in the supply chain through amfori BSCI which carries out on-site
inspections, audits, and periodic self-evaluations of suppliers and their
sub-contractors. Orthex has been a member of amfori BSCI since
2018 and we follow the share of suppliers that are amfori BSCI members
(in risk countries) and represent 90% of purchase value. In recent years,
we have significantly reduced purchases from risk countries, and as
a result, new, smaller suppliers have risen to 90% of the purchase value.
The target is to cover 100% of these suppliers and in 2025 we reached
this target (2024: 88%).
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Transparent reporting and commitment
We consider transparent reporting of our environmental, social and
governance (ESG) impacts and efforts an important part of how we
do business. We receive an increased number of various ESG related
questions and requests from our stakeholders, especially from
customers and investors, and we seek to increase transparency and
provide reliable data on material sustainability topics. Orthex reports
on its sustainability efforts every year as a part of its Annual and
Sustainability Reports and monitors closely any applicable reporting
requirements. In addition, Orthex contributes to several third-party
sustainability reports and commitments.
In 2025, Orthex continued its preparations for entry into force of
the Corporate Sustainability Reporting Directive (CSRD). The new
reporting requirements were expected to apply to the company starting
from the beginning of 2025.
However, changes to these reporting
requirements were proposed in the EU, and in December 2025 it
was confirmed that the company would be exempt from the CSRD
requirements due to its size. We are closely monitoring the progress of
the regulation on sustainability reporting and the potential impacts on
the company’s reporting obligations.
Global Compact
In May 2025, Orthex joined UN Global Compact.
The UN Global Compact is a voluntary United
Nations initiative launched in 2000 to encourage
businesses worldwide to adopt sustainable and
socially responsible practices. It is based on Ten
Principles in the areas of human rights, labour,
environment, and anti-corruption. By joining,
companies commit to aligning their strategies and operations with
these principles and reporting annually on their progress. With over
20,000 participants in more than 160 countries, it is the world’s largest
corporate sustainability initiative, supporting broader goals like the UN
Sustainable Development Goals (SDGs).
Orthex joined the UN Global Compact.
Circular Economy Green Deal commitment
Orthex is participating in the Circular Economy Green Deal. The Circular
Economy Green Deal is a voluntary commitment in which the
participating organisations commit to reducing their use of natural
resources and setting effective goals, and to taking actions that promote
a low-carbon circular economy. The commitments aim to reduce the use
of raw materials, extend the useful life of materials and products, increase
the supply of options that cause less burden on the environment and
strengthen the natural capital, and develop new operational and business
models that are in line with a circular economy.
EcoVadis
In 2025, Orthex participated for the third time
in the EcoVadis ESG assessment and was
awarded with a silver medal for its sustainability
performance (2024: bronze). The assessment results
places Orthex among the top 10 percent of over
150,000 companies globally assessed by EcoVadis
every year.
Nasdaq ESG Transparency Partner
Orthex is certified Nasdaq ESG Transparency
Partner. This certification is used by Nasdaq to
show engagement in the market transparency and
raising environmental standards. Sustainability is
a core element in Orthex’s strategy and with this
reporting to Nasdaq’s ESG Data Portal we want to
provide quantifiable data on environmental, social
and governance issues to investors and other
stakeholders.
CDP
Orthex has been reporting on risk management
and management practices related to climate
change in Climate Disclosure Project’s (CDP)
climate change program annually. Outcome of
the 2024 CDP reporting was disclosed in July
2025 and Orthex reached the score C (2023: A-).
Orthex decided in 2025 to streamline its sustainability reporting and thus
discontinue reporting in CDP’s climate change program. CDP does not add
value to Orthex as it overlaps with the company’s other ESG reporting,
such as EcoVadis, which the company plans to focus on going forward.
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GOVERNANCE
FINANCIAL REVIEWGOVERNANCESUSTAINABILITYANNUAL REVIEW
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CORPORATE GOVERNANCE
STATEMENT 2025
Orthex Corporation (”Orthex” or ”the company”) is a public limited
liability company listed on Nasdaq Helsinki Ltd and headquartered in
Espoo, Finland. The company’s corporate governance complies with
the company’s Articles of Association and Corporate Governance
Principles as well as rules and regulations applicable to Finnish
listed companies such as the Finnish Limited Liability Companies Act
(“Companies Act”) and Securities Markets Act, and rules and regulations
of Nasdaq Helsinki Ltd. The company also adheres to the Finnish
Corporate Governance Code 2025 (”CG Code”) issued by the Securities
Market Association. The CG Code is available on the association’s
website (www.cgfinland.fi).
This Corporate Governance Statement is issued as a separate statement
from the Board of Directors’ report, but it is published simultaneously
with the Board of Directors’ report and with the company’s financial
statements, sustainability report, and the remuneration report for
the year 2025 on the corporate website at investors.orthexgroup.com.
As the company has no audit committee, the company’s Board of
Directors has reviewed the Corporate Governance Statement.
Governing bodies
The Annual General Meeting, the Board of Directors and the CEO are
responsible for the governance of Orthex. The company’s shareholders
exercise the highest decision-making power at the general meeting of
shareholders. The Shareholders’ Nomination Board prepares proposal for
the composition of the Board of Directors to the Annual General Meeting.
The Annual General Meeting elects the members of the Board of Directors.
The company is managed by the Board of Directors and the CEO,
appointed by the Board of Directors. The company’s Management
Team assists the CEO in the operative management of the company.
The members of the Management Team are appointed by the Board of
Directors together with the CEO.
Governance structure of Orthex Corporation
Shareholders
External independent auditor
General meeting of shareholders
Board of Directors
CEO
Management Team
Shareholders’ Nomination Board
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General Meeting of Shareholders
The General Meeting of Shareholders is the ultimate decision-making
body of the company. At the General Meeting of Shareholders,
shareholders exercise their powers in accordance with the Companies
Act and the Articles of Association. The General Meeting of Shareholders
decides on matters that under the Companies Act and the Articles
of Association are within its purview. Annual General Meeting of
Shareholders is convened by the Board of Directors annually and it is
held within six months from the end of the previous financial year.
An Extraordinary General Meeting of Shareholders may be convened as
stipulated in the Companies Act. Matters on which the Annual General
Meeting decides include the adoption of the financial statements,
distribution of profits, discharge from liability, and election of
the members of the Board of Directors and the auditor, as well as their
remuneration. Decisions to amend the Articles of Association are also
taken by the General Meeting of Shareholders.
Annual General Meeting 2025
Orthex Corporation’s Annual General Meeting was held in Espoo on
29 April 2025. The general meeting adopted the financial statements
and discharged the members of the Board of Directors and the CEO from
liability for the financial year 2024. The general meeting also approved
the 2024 remuneration report for the governing bodies.
The general meeting approved the Board of Directors’ proposal to
pay a dividend of EUR 0.22 per share. The dividend was paid in two
instalments. The first instalment of EUR 0.11 per share was paid on
9 May 2025. The second instalment of EUR 0.11 per share was paid on
8 October 2025.
The general meeting resolved that Sanna Suvanto-Harsaae, Markus
Hellström, Jyrki Mäki-Kala and Anette Rosengren be re-elected to
the Board, and Tuomas Yrjölä elected as a new member to the Board for
a term of office ending at the end of the 2026 Annual General Meeting.
Sanna Suvanto-Harsaae continues to chair Orthex Board of Directors.
The members of the Board of Directors are independent of the company
and its significant shareholders.
The new director Tuomas Yrjölä (b. 1978) is a Finnish citizen living in
Germany and holds a master’s degree in economics. He has made his
entire professional career in consumer goods business outside Finland
and is currently President of Personal Care Business Unit and member
of the Executive Management Team at the Swedish Essity Aktiebolag
which is a publicly listed leading hygiene and health company. Prior
to this, he held the positions of President of Global Marketing and
Innovation and President of Global Brand, Innovation, and Sustainability,
and earlier the position of Vice President carrying responsibility for
Essity’s Global Baby Care and Feminine Care categories. Mr Yrjölä
started his professional career at the American multinational
consumer goods corporation Procter & Gamble where he made over
ten-year career in managerial positions with responsibilities in brand
management and marketing in Sweden, Switzerland and the USA.
As to Board remuneration, the general meeting resolved that
the monthly remuneration of the members of the Board of Directors
remains the same and that the Chair of the Board of Directors be
paid a monthly fee of EUR 4,000 and other members of the Board of
Directors a monthly fee of EUR 2,000. The general meeting further
resolved that meeting-specific fees will be paid to the members of
the Board of Directors so that a meeting fee of EUR 250 is paid for
a meeting held in the Board member’s country of residence or as
a remote meeting, and a meeting fee of EUR 500 for a meeting held
elsewhere than in the Board member’s country of residence. The general
meeting also resolved that reasonable travel and other expenses related
to the Board work will be reimbursed in accordance with the company’s
travel rules.
Ernst & Young Oy, a firm of Authorised Public Accountants, was re-
elected the company’s auditor for a term of office ending at the end
of the next Annual General Meeting. As announced by Ernst & Young
Oy, APA Mikko Rytilahti continues as the signing audit partner.
The remuneration of the auditor was resolved to be paid according to an
invoice approved by the company.
Ernst & Young Oy, Authorised Sustainability Audit Firm, was elected
as the sustainability reporting assurer for a term of office ending at
the end of the next Annual General Meeting. The remuneration of
the sustainability reporting assurer was resolved to be paid according to
an invoice approved by the company.
The general meeting also authorised the Board of Directors to issue or
convey a total maximum of 1,600,000 new shares and special rights
entitling to shares in one or several issues and to acquire a maximum
of 175,000 shares in the company. The authorisations will be valid until
30 June 2026.
Further information about the decisions of the general meeting can
be found in the AGM documents, which are available on the corporate
website at Annual General Meeting 2025 - Orthex Group.
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TUOMAS YRJÖLÄ NAMED BEST NEW BOARD MEMBER OF THE YEAR
Tuomas Yrjölä, a member of Orthex’s Board of Directors, was
awarded the title Best New Board Member of the Year for
a listed company. Tuomas Yrjölä was elected to Orthex’s Board in
the 2025 AGM in April.
The award has been presented annually since 2011 by a selection
panel organised by Stanton Chase. According to the panel,
Tuomas Yrjölä brings valuable marketing and branding expertise
in consumer goods to Orthex’s board, along with experience in
international and Nordic business environments.
The panel justified its choice by highlighting Yrjölä’s strong
background in building and marketing global consumer brands,
which supports Orthex’s growth strategy. In addition, his experience
in leading product categories within large international corporations
adds value to the implementation of Orthex’s strategy focused on
Storage and Kitchen product categories.
The panel also noted that Yrjölä’s expertise in marketing consumer
goods and global brands complements the existing competencies of
Orthex’s board. The panel found that these and other characteristics
made him an ideal choice for the company.
The award was handed over by Sari Lounasmeri, CEO of the Finnish Foundation for
Share Promotion, and Arto Sormunen, Partner at Stanton Chase.
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The Board of Directors has a written charter that specifies its duties.
The duties of the Board of Directors include:
• approving reports of the Board of Directors, financial statements,
and interim reports
• seeing to the appropriate organisation of accounts and financial
administration
• preparing proposals for the general meeting of shareholders and
convening general meetings of shareholders
• approving and confirming strategic guidelines and long-term
strategic targets
• approving principles for risk management and internal control
• confirming annual budgets and operating plans
• appointing the CEO and deciding on the terms and conditions of
the CEO contract
• deciding on the company structure
• making significant business decisions, such as decisions on mergers
and acquisitions, significant contracts, investments, and financing
arrangements and
• deciding on other matters falling under the statutory responsibilities of
the Board of Directors.
Orthex’s Board of Directors has no committees, but the Board may
consider setting up potential committees in the future. As there are no
committees, the entire Board of Directors is responsible for discharging
the statutory duties of the audit committee.
Number of Board meetings and attendance rates
In 2025, the Board held 10 meetings. Some of these meetings were held
remotely. Attendance in the meetings is reported in the table below.
Number of Board meetings and members’ attendance 2025
Director
Attendance /
No of meetings Attendance rate
Sanna Suvanto-Harsaae (ch.) 10/10 100%
Markus Hellström 9/10 90%
Jyrki Mäki-Kala 10/10 100%
Anette Rosengren 10/10 100%
Tuomas Yrjölä
1)
7/7 100%
1)
Board member since 29 April 2025.
The Board of Directors
According to the company’s Articles of Association, the Board of
Directors consists of a minimum of four and a maximum of eight
members. The general meeting elects the members of the Board
of Directors for a period of one year at a time. The term of office of
a member of the Board of Directors ends at the end of the annual
general meeting following the election. The Board of Directors elects
a chair from among its members.
The Board of Directors is quorate when more than one-half of its
members are present. A decision by the Board of Directors is the opinion
supported by more than one-half of the members present at a meeting.
In the event of a tie, the Chair of the Board has the casting vote.
The Board of Directors convenes according to a pre-agreed schedule
normally from six to ten times a year and holds extra meetings when
deemed necessary. Meetings can also take place remotely by using
technical means or devices.
The Board evaluates its operations and working methods once a year.
Duties of the Board of Directors
The tasks and responsibilities of the Board of Directors of the company
are determined in the Companies Act as well as in other applicable
legislation. The Board of Directors has general authority to decide and
act in all matters not reserved for other corporate governing bodies by
law or under the provisions of the company’s Articles of Association.
The general task of the Board of Directors is to duly organise Orthex’s
management and operations. In all situations, the Board of Directors
must act in accordance with Orthex’s best interest.
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Diversity of the Board of Directors
Orthex regards diversity as an important and natural approach in its
operations. Diversity shall be part of such cooperative and functional
Board of Directors which is able to respond to the requirements set
out in the company’s business and strategic objectives. Such Board
of Directors will also be able to support and challenge the company’s
operative management in a proactive and constructive manner.
The principles concerning the diversity of the Board of Directors are in
line with this premise.
When preparing the composition of the Board of Directors of Orthex,
attention is paid to the requirements set by the company’s Articles
of Association and the Corporate Governance Code, as well as to
the requirements set by the company’s operations and the premises of
diversity derived therefrom.
Significant factors concerning the composition of the Board of Directors
include mutually complementary variety of competences, education and
experience in different areas and professional fields and in management
and business operations existing in different development phases,
as well as the personal capabilities of each member, all of which
add to the diversity of the Board of Directors. Diversity is considered
not only from the aspect of gender but also from other factors
promoting the Board’s diversity, such as the age structure of the Board,
the members’ educational and professional background, their experience
relevant for the position, and personal characteristics. When preparing
the composition, it is also assessed how the members’ skills, education
and experience complement each other. The company’s long-term
needs are also considered.
The purpose of the diversity principles is to contribute to making sure
that the Board of Directors’ combined competence and experience and
the diversity of its composition are sufficiently aligned with Orthex’s
operational needs. With regard to gender structure, the objective is that
there is a balanced representation of different genders in the Board.
The Nordic Business Diversity Index examines the diversity of senior
leadership in Nordic listed companies. In 2025, Orthex was ranked
seventh among small-cap companies in the Helsinki Nasdaq category.
The 2025 Index analysed senior leadership in more than 840 companies
across Finland, Sweden, Denmark, Norway, and Iceland. Leadership
diversity was assessed across four key aspects: gender, age, nationality,
and education.
At year-end 2025, the company’s Board of Directors comprised
five members. Diversity of the Board of Directors with respect
to gender, nationality, age, tenure as well as educational and
professional background is described on this and on the next two
pages. Additional information for example on the Board members’
previous positions of trust is available on the corporate website at
Board of Directors - Orthex Group.
Male 60%
Female 40%
Gender
45–50 years 20%
51–55 years 20%
56–60 years 40%
61–65 years 20%
Age
Finland 60%
Sweden 20%
Finland-Denmark 20%
Nationality
Below 2 years 40%
3–4 years 40%
5–6 years 20%
Tenure
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Jyrki Mäki-Kala
Member of the Board of Directors since 2022 (until 14 April 2026)
Born 1961
Finnish citizen, male
Master’s degree in economics
Independent of the company and its significant shareholders
Main occupation: Professional director
• Neste Corporation, Chief Financial Ocer, and member of Executive
Committee 2013–2022
• Kemira Oyj, Chief Financial Ocer 2008–2013
• Kemira Pulp & Paper, Vice President, and President positions 2005–2008
• Nokia Chemicals/Finnish Chemicals Oy, Director, and Vice President
positions 1988–2005
• Anora Group Plc, Vice-Chair of the Board of Directors since 2023 and member
of the Board and Chair of the Audit Committee since 2020
• Outokumpu Corporation, Vice-Chair of the Board of Directors since 2025 and
member of the Board and Chair of the Audit Committee since 2023
Sanna Suvanto-Harsaae
Chair of the Board of Directors since 2021, member since 2020
Born 1966
Finnish and Danish citizen, female
Bachelor’s degree in economics
Independent of the company and its significant shareholders
Main occupation: Professional director
• Finnair Plc, Chair of the Board of Directors since 2023
• N’Age A/S, Chair of the Board of Directors since 2023
• Posti Group Corporation, Chair of the Board of Directors since 2020
• BoConcept A/S, Chair of the Board of Directors since 2016
• Nordic Pet Care Group A/S, Chair of the Board of Directors since 2012
• CEPOS (Center for Political Studies), member of the Board of Directors
since 2017
Markus Hellström
Member of the Board of Directors since 2022
Born 1974
Finnish citizen, male
Master’s degree in engineering
Independent of the company and its significant shareholders
Main occupation: CEO of Snellman Group since 2023
• Fazer Group, Executive Vice President, and Managing Director of Fazer
Confectionery Ltd. 2020–2023
• Fazer Bakeries Finland, Country Manager and Fazer Bakeries Ltd.,
Managing Director 2014–2020
• Fazer Bakeries, Vice President, Head of Operations,
Bakery Business Unit 2013–2014
• Fazer Bakeries Ltd., Business Development Director /
Business Controller 2007–2012
• Fazer Group, Sourcing Manager for Logistics Services 2004–2007
• Logico Solutions, Partner 2003–2004
• Candyking, Sweden, Logistics Manager 2000–2003
Members of the Board of Directors on 31 December 2025
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Anette Rosengren
Member of the Board of Directors since 2023
Born 1966
Swedish citizen, female
Bachelor’s degree in business administration
Independent of the company and its significant shareholders
Main occupation: Managing Director of Philip Morris /
Swedish Match Nordics since 2019
• Fazer Bakery (Sweden), Managing Director 2015–2018
• Lantmännen Doggy, CEO 2012–2015
• Lantmännen Group, SVP, Head of CF Communication,
Sustainability and R&D 2008–2012
• Kraft Foods, Director, Strategic Development and Marketing,
Nordic 2005–2008
• Kraft Foods (Austria), VP Category Development, EEMA region 2004–2005
• Kraft Foods (USA), Director, Marketing Service, International 2002–2004
• Kraft Foods (Nordic), marketing and commercial roles 1995–2002
• Unilever, marketing and commercial roles 1989–1995
• Greenfood AB, member of the Board of Directors since 2016
Tuomas Yrjölä
Member of the Board of Directors since 2025
Born 1978
Finnish citizen, male
Master’s degree in economics
Independent of the company and its significant shareholders
Main occupation: President of Personal Care Business Unit since 2026 and
Executive Management Team member in Essity Aktiebolag since 2018
• Essity Aktiebolag (publ) (Germany), President, Global Marketing and Innovation 2025
• Essity Aktiebolag (publ) (Germany), President, Global Brand, Innovation, and
Sustainability 2018–2024
• Essity Aktiebolag (publ) (Germany), Vice President, Global Baby Care and
Feminine Care 2014–2018
• Procter & Gamble (Switzerland), Associate Marketing Director, Gillette
business unit 2013–2014
• Procter & Gamble (USA), Associate Marketing Director, Global Gillette
Venus 2010–2013
• Procter & Gamble (Sweden), Associate Marketing Director, Nordic 2008–2010
• Procter & Gamble (Switzerland), Regional Brand Manager, Middle East and
Africa 2006–2008
• Procter & Gamble (Sweden), Brand Manager/Assistant Brand Manager,
Nordic 2001–2006
• UCM AV, member of the Supervisory Board since 2016
Shareholdings of the members of the Board of Directors
The shareholdings of the members of the Board of Directors and their
closely associated persons, as at the end of 2025, are presented in
the table below. None of the members of the Board of Directors nor their
closely associated persons or entities has any share-based rights in
Orthex or its subsidiaries.
Board of Directors’ shareholdings
Director Position
Number of shares on
31 Dec 2025
Sanna Suvanto-Harsaae chair 8,515
Markus Hellström member 3,640
1)
Jyrki Mäki-Kala member 2,010
Anette Rosengren member 2,000
Tuomas Yrjölä member -
Total 16,165
% of total shares 0.1%
Orthex total number of shares 17,758,854
1)
including shares of closely associated persons
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Shareholders’ Nomination Board
Orthex Corporation’s Extraordinary General Meeting on 5 March
2021 decided to establish a Shareholders’ Nomination Board.
The Nomination Board annually prepares proposals for the composition
and remuneration of members of the Board of Directors to the Annual
General Meeting. It is also the duty of the Nomination Board to search for
new director candidates.
The Extraordinary General Meeting adopted a Charter of
the Shareholders’ Nomination Board, which governs the appointment,
composition, and duties and responsibilities of the Nomination
Board. The Charter is available on the corporate website at
Nomination Board - Orthex Group. The Nomination Board has been
established for the time being and can only be dissolved by a decision
of the general meeting. The term of office of the members of
the Nomination Board expires annually when a new Nomination Board
has been appointed.
The Nomination Board consists of the four largest shareholders of
the company as of 31 August or, if the company has more than four
shareholders, whose shareholding and voting rights in the company are
more than 10 per cent, the corresponding number of shareholders or
persons appointed by them. The Chair of the Board of Directors acts as
an expert member of the Nomination Board.
Based on the shareholder register of Orthex Corporation as of 31 August
2025, the shareholders represented in the Shareholders’ Nomination
Board are Conficap Oy, Alexander Rosenlew, Ilmarinen Mutual Pension
Insurance Company, and Aktia Fund Management Company Ltd.
The representatives of the four largest shareholders in the Nomination
Board include two females and two males and they are:
• Erik Toivanen, CEO, Conficap Oy
• Alexander Rosenlew
• Annika Ekman, Executive Vice President, Investments, Ilmarinen
Mutual Pension Insurance Company
• Niina Arkko, ESG Director, Aktia Fund Management Company Ltd.
Erik Toivanen chairs the Nomination Board, and its expert member is
Sanna Suvanto-Harsaae, Chair of Orthex’s Board of Directors.
In September 2025, changes took place in the composition of
the Nomination Board as Aktia Fund Management Company Ltd.
became one of the company’s four largest shareholders, replacing
Varma Mutual Pension Insurance Company. Erkka Kohonen served
as Varma Mutual Pension Insurance Company’s representative on
the Nomination Board.
The Nomination Board prepared the proposals for the composition and
remuneration of the Board of Directors and submitted them to the Board
of Directors of Orthex Corporation. The Board of Directors incorporated
these proposals into the notice of the meeting when convening Orthex
Annual General Meeting 2025.
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Chief Executive Officer
Alexander Rosenlew has been the Chief Executive Officer of Orthex
Corporation since 2010. Mr Rosenlew holds master’s degrees both in
economics and in management.
The CEO is responsible for the operational management of Orthex in
accordance with the strategy approved by and instructions and orders
given by the Board of Directors. The CEO prepares matters to be decided
by the company’s Board of Directors, develops Orthex’s operations
together with the Board in accordance with the set objectives and
ensures the proper implementation of the Board’s decisions. The CEO
is also responsible for ensuring that Orthex complies with applicable
laws and regulations and that the company’s financial affairs have
been arranged in a reliable manner. The CEO chairs the meetings of
the Management Team.
Management Team
The role of Orthex’s Management Team is to manage Orthex’s operative
business. The members of the Management Team have certain powers
to act within their respective areas of responsibility, and they have
a duty to develop Orthex’s business in accordance with the objectives
set by the company’s Board of Directors and the CEO.
Orthex’s Board of Directors appoints the members of the Management
Team together with the CEO. The Management Team meets regularly on
a monthly basis or when deemed necessary.
A change took place in the composition of the Management Team in
September, when the company announced that Aurélien Chabannier
had been appointed as Sales Director, Europe and International Markets
and member of the Management Team starting 1 September 2025.
Chabannier joined the company in 2016 and prior to his appointment, he
held the position of Business Unit Manager, France and Germany.
Members of Orthex’s Management Team, which consists of five males
including the CEO and two females, are presented on the following
page. Additional information on the Management Team members’ career
history and potential positions of trust is available on the corporate
website at Management Team - Orthex Group.
Shareholdings of the members of the Management Team
The shareholdings of the CEO and other members of the Management
Team (including their closely associated persons and entities), as at
the end of 2025, are presented in the table below.
The CEO or other members of the Management Team (or their closely
associated persons or entities) have no share-based rights in Orthex or
its subsidiaries.
Management’s shareholdings
Management Team
member Position
Number of shares
on 31 Dec 2025
Alexander Rosenlew CEO 2,047,726
Oy Rosaco Ab
1)
36,679
Saara Mäkelä Chief Financial Officer 141,833
Hanna Kukkonen
Chief Marketing and
Sustainability Officer 201,530
Tom Ståhlberg Chief Supply Officer 316,250
2)
Aurélien Chabannier
Sales Director, Europe
and International Markets -
Nicholas Ledin Sales Director, Nordic 62,475
Hans Cronquist Operations Director, Tingsryd 100,700
Total 2,907,193
% of total shares 16.4%
Orthex total number of shares 17,758,854
1)
controlled corporation
2)
including shares of closely associated persons
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Members of the Management Team on 31 December 2025
From left to right: Nicholas Ledin, Aurélien Chabannier, Alexander Rosenlew, Saara Mäkelä, Hans Cronquist, Hanna Kukkonen, Tom Ståhlberg.
Alexander Rosenlew
Chief Executive Ocer
Management Team chair since 2010
Employed by Orthex since 2010
Born 1971, Finnish citizen, male
Master’s degrees in economics and in management
Tom Ståhlberg
Chief Supply Ocer
Management Team member since 2012
Employed by Orthex since 2012
Born 1969, Finnish citizen, male
Master’s degree in industrial engineering and
management
Nicholas Ledin
Sales Director, Nordic
Management Team member since 2015
Employed by Orthex since 2001
Born 1970, Swedish citizen, male
High school graduate
Aurélien Chabannier
Sales Director, Europe and International Markets
Management Team member since 2025
Employed by Orthex since 2016
Born 1989, French citizen, male
Master’s degree in management
Saara Mäkelä
Chief Financial Ocer, Head of IT
Management Team member since 2017
Employed by Orthex since 2017
Born 1976, Finnish citizen, female
Master’s degree in economics
Hans Cronquist
Operations Director, Tingsryd
Management Team member since 2019
Employed by Orthex since 2019
Born 1970, Swedish citizen, male
Master’s degree in mechanical engineering
Hanna Kukkonen
Chief Marketing and Sustainability Ocer,
Head of Product Development
Management Team member since 2012
Employed by Orthex since 2012
Born 1973, Finnish citizen, female
Master’s degree in economics
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Financial reporting process
Orthex compiles its financial reporting in accordance with
the International Financial Reporting Standards (IFRS), the Finnish
Securities Markets Act, the Finnish Accounting Act and the guidelines
and statements of the Finnish Accounting Board, while also complying
with the rules and regulations of the Financial Supervisory Authority
and the rules of Nasdaq Helsinki Ltd. The principles, instructions,
practices, and areas of responsibility in internal auditing and risk
management relating to the company’s financial reporting process are
aimed at ensuring that the company’s financial reporting is reliable and
that the financial statements have been prepared in accordance with
applicable laws, regulations, and the company’s operating principles.
Orthex’s financial reporting is supervised on two levels, in individual
companies and at the group level. On both levels, control measures and
analyses are carried out to ensure the validity of financial reporting.
The Board of Directors is responsible for overseeing the financial
reporting process.
Risk management
The purpose of Orthex’s risk management is to ensure the fulfilment of
customer promises, business profitability, ability to pay dividends, value
creation for shareholders, sustainable business, and business continuity.
To achieve this, Orthex strives to be aware of the uncertainties and risk
factors and opportunities associated with its objectives and operations,
and to identify, assess and manage risks and their consequences in
a consistent and effective manner.
Orthex has a risk management policy approved by the Board of Directors
that guides risk management in a way that supports the achievement of
the company’s objectives, protects personnel and the company’s various
assets, and ensures the financial sustainability of operations.
The responsibility for implementing risk management lies with
the Management Team. In addition, each employee must be aware of
and manage the risks associated with their own operating environment
and areas of responsibility. The company’s Board of Directors approves
the company’s risk management policy and monitors and assesses
the effectiveness of risk management.
Risk management principles
Risk management is a systematic activity designed to ensure
comprehensive and appropriate risk identification, assessment,
management, and control. It is an integral part of Orthex’s planning and
management process, decision making, day-to-day management of
operations, and monitoring and reporting procedures. Risks are assessed
and managed in a business-oriented and thorough manner. This means
that key risks are systematically identified, evaluated, managed,
monitored, and reported as part of the business.
Risk management process and reporting
Orthex prioritises risks according to the importance of the risk by
assessing the impact, likelihood, and level of risk management of
the risk materialisation. Risk management measures address the most
significant risks through cost-effective and appropriate policy options.
The Management Team regularly monitors the implementation of risk
management. If necessary, corrective measures will be taken.
The Management Team reports to the Board of Directors on risks and
risk management measures 2–3 times a year. The Board reviews
the most significant risks, measures to manage them and assesses
the efficiency and effectiveness of risk management. The Board
reports on the most significant risks and uncertainties in the annual
Board of Directors’ reports and any material changes in these factors
in the interim reports. Additional information on the company’s risk
management and on the most significant risks and uncertainties is
available in the Board of Directors’ Report for the year 2025.
Internal control and audit
The company’s Board of Directors has confirmed the operating
principles of internal control followed at Orthex, aiming to ensure
that the company’s objectives regarding, inter alia, Orthex’s strategy,
operations, practices, and financial reporting in particular are met.
The operating principles of internal control also contribute to ensuring
the company’s compliance with legislation and regulations. Internal
control is an essential part of business management and in ensuring
that the set objectives are met. Internal control is aimed to be organised
efficiently, so that any deviations from targets can be detected as early
as possible or that they can be prevented.
Orthex’s tools of internal control include internal policies, guidelines,
and instructions, together with manual controls as well as controls built
into systems. In addition, internal control is implemented in the form
of various monitoring reports and meetings. The Board of Directors of
Orthex is responsible for organising the internal control and oversees
the efficiency of internal control. The Management Team and the CEO
are responsible that functioning control procedures are in use.
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Orthex Group has not organised its internal audit as a separate function.
The Board assesses annually the need for internal audit procedures and
may use internal company resources or external service providers for
internal audit measures. Any outcomes of such procedures or measures
are reported to the Board of Directors.
Related party transactions
The Board of Directors has defined the principles for monitoring
and evaluating related party transactions. The company evaluates
and monitors transactions concluded between the company and its
related parties and ensures that any conflicts of interest are taken into
account appropriately in the decision-making process of the company.
The company keeps a list of related parties.
Approval of related party transactions concluded in the ordinary
course of business and on customary commercial terms is subject
to the company’s normal approval policies and processes. Approval
of a related party transaction that is not concluded in the ordinary
course of business or on customary terms is subject to the Board of
Directors’ approval. The company’s finance function monitors related
party transactions as a part of the company’s normal reporting
and control procedures and reports related party transactions to
the Board of Directors.
The Board of Directors regularly evaluates the reported related party
transactions and the appropriateness of the company’s process and
policies on related party transactions. Information on transactions
concluded between the company and its related parties is disclosed,
as required, annually in the notes to the company’s consolidated
financial statements.
Material related party transactions are disclosed in accordance with
Chapter 8, section 1a of the Securities Markets Act.
Insider administration
Orthex has prepared insider guidelines approved by the company’s
Board of Directors, the purpose of which is to clarify and supplement
the operating methods of Orthex and its insiders and to serve as
a practical tool in handling insider matters. The Insider Guidelines define
clear operating instructions for, among other things, the management of
inside information, the maintenance of insider lists and the reporting of
transactions by persons subject to disclosure.
The Insider Guidelines apply to Orthex and persons in managerial
positions at Orthex, as well as to persons working for Orthex who have
access to inside information or who have otherwise become aware of
inside information. In addition, the Insider Guidelines apply by agreement
to persons otherwise acting on behalf of or for Orthex in the performance
of their duties through which they have access to inside information.
Orthex’s insider administration compiles insider lists and keeps them up
to date in electronic form. In addition to individual insider lists (project-
specific insider list), Orthex may prepare a supplement for permanent
insiders (permanent insiders). Permanent insiders include only those
persons who, by virtue of their duties, are considered to have continuous
access to all inside information about Orthex. In the project-specific
insider list, Orthex will include those with inside information about
the project, including any external advisors and consultants.
Insider lists are maintained by an electronic procedure prepared and / or
approved by the Financial Supervisory Authority or another appropriate
body that meets the applicable requirements. Insider lists are not public
and are not made available to the public.
Orthex will notify the insider in writing of their insider status,
the resulting obligations and any penalties for breach of those
obligations. The person entered in the project-specific insider list will be
notified of the termination of the project and the closure of the project-
specific insider list.
Persons discharging managerial responsibilities at Orthex and other
permanent insiders, as determined by Orthex, should schedule their
trading in Orthex financial instruments in a manner that does not
undermine confidence in the securities market.
Persons discharging managerial responsibilities at Orthex are
the members of the Board of Directors, the CEO, and the members
of the Management Team. Orthex maintains a list of the persons in
managerial position and the persons and entities closely associated with
them. Orthex does not maintain a list of permanent insiders.
The persons in managerial position at Orthex may not enter into
transactions with Orthex financial instruments for their own account or
for the account of a third party during a closed period beginning 30 days
prior to the disclosure date of Orthex’s financial statements release,
half-year financial report and the three- and nine-month interim reports
provided periodically by Orthex and ending 24 hours after publishing
the Group’s interim report, half-year financial report or financial
statements release. In addition, Orthex recommends that persons
discharging managerial responsibilities in the company do not engage in
transactions with the company’s financial instruments after the end of
each quarterly period and that they time their potential transactions to
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the two-week-period, which begins on a date following the disclosure
date of the afore mentioned financial reports.
In accordance with Nasdaq Helsinki Ltd’s insider guidelines, Orthex
maintains a list of persons who participate in the preparation, auditing,
or publication of Orthex’s financial reports. Such persons may not carry
out transactions for their own account or on behalf of a third party
during a closed period.
Persons in managerial position at Orthex and their close associates
shall disclose to Orthex all transactions they make on their own account
with Orthex’s shares, debt instruments or derivatives or other related
financial instruments. The reporting obligation applies to transactions
carried out on or off any marketplace.
A person in managerial position or another person subject to a trading
restriction specified by the company should request an assessment of
the legality and regularity of the proposed transaction in the financial
instrument from the company’s insider administration. Notwithstanding
the assessment procedure, the person in a managerial position or
the other person mentioned above is responsible for ensuring that they
comply with the laws, regulations, and instructions.
Orthex has an internally operated whistleblowing channel
through which Orthex employees can anonymously report any
suspected violations of financial market rules and regulations.
Other stakeholders can report suspected infringements by sending
email to whistleblow@orthexgroup.com. Further information and
instructions for whistleblowing are available on the corporate website
Whistleblowing - Orthex Group.
External audit
According to the Articles of Association, the company has one auditor.
The auditor must be a firm of authorised public accountants. The auditor
is elected annually at the Annual General Meeting for a term that ends
at the end of the next Annual General Meeting. The auditor’s task is to
audit the consolidated financial statements, the financial statements
of the parent company, the accounting of the Group and the parent
company and the administration of the parent company. The company’s
auditor submits the auditor’s report to the shareholders in connection
with the annual financial statements and submits regular reports on its
findings to the Board of Directors.
At the Annual General Meeting 2025, Ernst & Young Oy, a firm of
Authorised Public Accountants, was elected the company’s auditor
with Mikko Rytilahti, Authorised Public Accountant, as the signing
audit partner. The remuneration of the auditor was resolved to be paid
according to an invoice approved by the company. The audit fees paid to
the auditor in 2025 are presented in the table below.
Auditor remuneration 2025
EUR thousand 2025 2024
Audit fee 217 252
Non-audit services 4 5
Total 222 257
Assurance of sustainability reporting
At the Annual General Meeting 2025, Ernst & Young Oy, Authorised
Sustainability Audit Firm, was elected as the sustainability reporting
assurer for a term of office ending at the end of the next Annual General
Meeting. The remuneration of the sustainability reporting assurer was
resolved to be paid according to an invoice approved by the company.
No fees were paid to the sustainability reporting assurer in
2025 because, due to regulatory changes, the company was exempt
from the scope of the Corporate Sustainability Reporting Directive
(CSRD) due to its size and was therefore not obliged to prepare a CSRD-
compliant sustainability report requiring assurance.
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REMUNERATION REPORT
2025
Orthex Corporation’s (”Orthex” or ”the company”) remuneration
report for the financial year 2025 has been prepared in accordance
with the Finnish Corporate Governance Code 2025 issued by
the Securities Market Association and other applicable regulations.
The Corporate Governance Code is available on the association’s
website (www.cgfinland.fi). The remuneration report is published
simultaneously with the corporate governance statement, the Board of
Directors’ report, the financial statements, and the sustainability report
on the corporate website at Investors - Orthex Group. The company’s
Board of Directors has prepared and approved this remuneration report,
and it will be presented at the Annual General Meeting to be held on
14 April 2026 for the shareholders’ advisory approval.
This remuneration report describes how Orthex has applied
the remuneration policy approved at the company’s Annual General
Meeting on 18 April 2023. The remuneration report describes
the remuneration and other financial benefits paid to the members
of the Board of Directors and the CEO during the financial year 2025.
In addition, the remuneration report compares the development
of the remuneration of the Board of Directors and the CEO with
the development of the employees’ average remuneration and
the company’s financial development over the past five years.
Introduction
The goal of Orthex’s remuneration schemes is to drive and reward
the achievement of the company’s strategic priorities and thereby
promote the company’s financial long-term success, competitiveness
and favourable development of shareholder value.
Effective and competitive remuneration is an essential tool for recruiting
capable management in the company. The remuneration schemes aim
to attract, motivate, and retain key employees, and engage them in long-
term performance to achieve personal and shared goals and increase
shareholder value.
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Summary of remuneration in 2025
In 2025, the realised remuneration of the members of the Board
of Directors and the CEO followed the remuneration policy. Orthex
did not deviate from the remuneration policy in the remuneration of
the members of the Board of Directors and the CEO and did not exercise
its right to recover the remuneration during 2025.
During the financial year 2025, the members of the Board of Directors
were paid fixed monthly fees and, starting from May, meeting fees.
The amount of the monthly fees paid depended on the member’s role
in the Board: Chair of the Board – member of the Board. The amount of
the meeting fees depended on the place and manner of the meeting.
The fees paid are disclosed under section “Remuneration of
the Board of Directors”.
The total remuneration paid to the CEO during the financial year
2025 consisted of fixed base salary with fringe benefits and variable
short-term incentive paid for the performance in 2024. The CEO’s realised
short-term incentive for 2024 was 14.3% of the annual maximum
amount of the short-term incentive. The set performance targets for
the company’s short-term incentive plan 2024 were mostly not achieved.
The CEO’s total remuneration in the financial year 2025 amounted to
EUR 483,030, of which variable remuneration accounted for 7.4 per
cent. Orthex has no long-term share-based or other incentive schemes
in place, which partly explains the share of variable remuneration
of the CEO’s total remuneration. The salaries and incentives paid to
the CEO are disclosed under section “Remuneration of the CEO”.
Development of the Group’s financial performance and remuneration
The following table shows the development of the total remuneration of the Board of Directors and the CEO compared to the development of Orthex
employees’ average remuneration and the company’s financial development over the past five years.
Development of total remuneration and financial development over the past five years
EUR thousand 2025 2024 2023 2022 2021
Net sales 87,212 89,734 85,945 84,048 88,694
Adjusted EBITA 9,823 10,234 10,918 5,490 10,996
Board of Directors
1)
146 140 144 144 126
CEO
1)
483 569 437 527 478
Employees' average remuneration
2)
61 60 59 55 58
1)
The remuneration of the Board of Directors and the CEO was adjusted in connection with the company’s IPO in March 2021.
2)
Employees’ average remuneration is total employee remuneration divided by the average number of personnel during the year.
2021 2022 2023 2024 2025
88.7
84.0
85.9
89.7
87.2
Net sales, EUR million
2021 2022 2023 2024 2025
11.0
5.5
10.9
10.2
9.8
Adjusted EBITA, EUR million
2021
2022 2023 2024 2025
12.4%
6.5%
12.7%
11.4%
11.3%
Adjusted EBITA margin, %
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61
Remuneration of the Board of Directors
The Annual General Meeting decides on the remuneration to be
paid to the members of the Board of Directors. The proposal for
the remuneration of the members of the Board of Directors for
the 2025 Annual General Meeting was prepared by the company’s
Shareholders’ Nomination Board.
In accordance with the decision of the Annual General Meeting in 2025,
the monthly remuneration of the Board of Directors remained the same
and the Chair of the Board of Directors was paid a monthly fee of EUR
4,000 and other members of the Board of Directors a monthly fee
of EUR 2,000. The general meeting further resolved to start paying
meeting-specific fees to the members of the Board of Directors so that
a meeting fee of EUR 250 was paid for a meeting held in the Board
member’s country of residence or as a remote meeting, and a meeting
fee of EUR 500 for a meeting held elsewhere than in the Board
member’s country of residence.
Board fees were paid monthly in cash. The remuneration of
the members of the Board of Directors does not involve pension
contributions and the members of the Board of Directors are not covered
by Orthex’s incentive schemes.
Reasonable travel and other expenses related to the Board work were
reimbursed in accordance with the company’s travel rules.
The remuneration paid to the members of the Board of Directors
in 2025 is shown in the table below. The members of the Board of
Directors did not receive any other financial benefits.
Remuneration of the Board of Directors in 2025
EUR Meeting fees Monthly fees Total
Sanna Suvanto-Harsaae 2,000 48,000 50,000
Markus Hellström 2,000 24,000 26,000
Jyrki Mäki-Kala 2,000 24,000 26,000
Anette Rosengren 1,750 24,000 25,750
Tuomas Yrjölä
1)
2,250 16,000 18,250
Total 10,000 136,000 146,000
1)
Board member since 29 April 2025.
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62
Remuneration of the CEO
The Board of Directors decides on the remuneration of the CEO. The CEO
of Orthex is Alexander Rosenlew since 2010. The CEO’s remuneration
consists of a fixed base salary with fringe benefits and a variable short-
term incentive. In 2025, Orthex did not have any long-term share-based
or other incentive schemes. The purpose of rewarding the CEO is to
guide the implementation of the company’s strategic goals and thereby
promote the company’s long-term financial success, competitiveness,
and favourable development of shareholder value. The CEO’s significant
shareholding (11.7%) in the company strengthens the alignment of
the CEO’s interests with those of shareholders.
Under Orthex’s variable short-term incentive scheme, the CEO may
be granted annual performance-based incentives in addition to his
fixed annual salary. The aim of the incentive scheme is to encourage
the CEO to commit to the company and motivate him to achieve
the best possible result. In addition, the incentive scheme is intended
to encourage the CEO to work in a way that supports Orthex’s strategy,
growth, and competitiveness.
Incentives under annually commencing short-term incentive plans
are discretionary and tied to Orthex’s results of operations and
the achievement of relevant performance metrics and/or individual
performance targets. The terms and objectives of the incentive plan,
including performance metrics and weights, are determined, and
approved annually in advance by the company’s Board of Directors.
In 2025, the metrics and weights of the CEO’s incentive plan were as
follows: profit performance 43%, net sales 29%, international sales
growth 21%, and sustainability 7%. During the financial year 2025,
the maximum amount of the CEO’s incentive corresponded to 7 months’
gross base salary.
The CEO is entitled to a statutory pension. The CEO’s pension and
retirement age are determined on the basis of the Employees’ Pensions
Act. The CEO does not have any supplementary pension insurance paid
by the company.
The salaries, incentives and fringe benefits paid to the CEO in 2025 are
shown in the table on the right. The incentive paid in 2025 is based
on the 2024 short-term incentive plan. The CEO’s realised short-
term incentive for 2024 was 14.3% of the annual maximum amount
of the short-term incentive. The set performance targets for
the 2024 short-term incentive plan were mostly not achieved.
Remuneration of the CEO paid in 2025
EUR 2025 2024
Fixed based salary and mobile phone
benefit 447,102 443,468
Incentives 35,928 125,748
Other financial benefits - -
Total 483,030 569,216
Share of fixed pay of total
remuneration, % 92.6 77.9
Share of variable pay of total
remuneration, % 7.4 22.1
The CEO participated in the company’s short-term incentive plan 2025.
The CEO’s realised short-term incentive for 2025 was 7.1% of the annual
maximum amount of the short-term incentive. Of the performance
targets set for the 2025 short-term incentive plan, the sustainability-
related target was achieved, the other targets not. The performance-
based incentive for the year 2025 will be paid in April 2026.
Remuneration of the CEO not yet paid but due based on the year 2025
Short-term incentive scheme EUR
Remuneration due based on the achievement of STI
performance targets in 2025 15,250
ANNUAL REVIEW SUSTAINABILITY FINANCIAL REVIEWGOVERNANCE
Annual and Sustainability Report 2025 2
CONTENTS
Board of Directors’ report 3
KEY FIGURES 19
Financial Statements 26
CONSOLIDATED FINANCIAL STATEMENTS, IFRS 27
Consolidated income statement 27
Consolidated statement of other comprehensive income 27
Consolidated statement of financial position 28
Consolidated statement of changes in equity 29
Consolidated statement of cash flows 30
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31
1. Accounting principles for the consolidated financial statements 31
2. Net sales 34
3. Other operating income 35
4. Operating expenses 35
5. Employee benefits 35
6. Financial income and expenses 38
7. Income taxes 38
8. Intangible assets 41
9. Property, plant and equipment 43
10. Leases 44
11. Financial assets and financial liabilities 46
12. Fair value hierarchy 55
13. Inventories 56
14. Trade and other receivables 56
15. Trade and other payables 57
16. Share capital and reserves 57
17. Related party disclosures 58
18. Collaterals, commitments and contingent assets and liabilities 58
19. Subsequent events 59
PARENT COMPANY FINANCIAL STATEMENTS, FAS 60
Parent company income statement 60
Parent company balance sheet 61
Parent company cash flow statement 62
Notes to the parent company financial statements 63
SIGNATURES OF THE BOARD OF DIRECTORS’ REPORT
AND FINANCIAL STATEMENTS 67
AUDITOR’S REPORT 68
INDEPENDENT AUDITOR’S REPORT ON THE ESEF
CONSOLIDATED FINANCIAL STATEMENTS OF ORTHEX OYJ 73
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 4Part of the Board of Directors’ report
Board of Directors’ report
Orthex is a leading Nordic houseware company. Orthex creates,
produces, and markets high-quality, functional and sustainable
household products with a purpose to create long-lasting solutions for
an organised and enjoyable home while making consumers’ everyday
life easier. Orthex offers a broad assortment of household products in
three product categories: Storage, Kitchen, and Home & Garden.
Orthex’s offering is based on deep consumer insights, appealing and
creative concepts and leading brands. Orthex aims to be the industry
benchmark in sustainability.
Orthex’s products cover a multifunctional assortment of storage boxes,
kitchen utensils and products for home and garden. Orthex main
consumer brands are SmartStore™ in storage products, GastroMax™
in kitchenware and Orthex™ in home and garden products. In addition,
it sells kitchen products under the Kökskungen
TM
brand. Orthex’s
geographic markets include the Nordics, the Rest of Europe, and
the Rest of the world. Orthex is headquartered in Espoo, Finland, and
it currently has eight local sales organisations located in the Nordics,
Germany, France, the United Kingdom, and the Benelux.
Key figures
EUR million 2025 2024 2023
Invoiced sales 89.6 92.3 88.0
Net sales 87.2 89.7 85.9
Gross margin 25.0 25.7 24.3
Gross margin, % 28.7% 28.6% 28.3%
EBITDA 14.7 14.3 14.9
EBITDA margin, % 16.8% 15.9% 17.3%
Adjusted EBITDA 14.7 14.6 14.9
Adjusted EBITDA margin, % 16.9% 16.3% 17.4%
EBITA 9.8 9.8 10.9
EBITA margin, % 11.2% 11.0% 12.6%
Adjusted EBITA 9.8 10.2 10.9
Adjusted EBITA margin, % 11.3% 11.4% 12.7%
Operating profit 9.8 9.8 10.8
Operating profit margin, % 11.2% 11.0% 12.5%
Net cash flows from operating activities 12.3 11.8 10.2
Net debt / Adjusted EBITDA 1.1x 1.4x 1.5x
Adjusted return on capital employed (ROCE), % 28.6% 29.7% 31.8%
Equity ratio, % 46.8% 41.9% 40.2%
Earnings per share, basic (EUR) 0.38 0.34 0.39
FTEs 287 288 281
Long-term financial targets
As long-term financial targets the company has adopted to an average
annual organic net sales growth to exceed 5 per cent at the Group
level and to exceed 10 per cent outside the Nordics (growth in local
currencies), adjusted EBITA margin (adjusted for items affecting
comparability) to exceed 18 per cent over time and net debt to adjusted
EBITDA ratio to stay below 2.5x. Leverage may temporarily exceed
the target range (for example, in conjunction with acquisitions).
The company aims to distribute a stable and over time increasing dividend
with a pay-out of at least 50 per cent of net profit, in total, on a biannual basis.
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Annual and Sustainability Report 2025 5Part of the Board of Directors’ report
Market trends
Demand for products made from recycled and renewable materials is
accelerating and Orthex’s portfolio of novelties reflects this trend. A key
feature of Orthex sustainability approach is the quality and durability
of the products that ensures a long product lifecycle. Orthex sees that
continued consumer focus on decluttering and space optimization
(smaller apartments, hybrid work) supports growth in modular storage
systems, stackable sorting solutions and food containers. Orthex is well
placed to leverage these trends through its modular product systems,
strong brand portfolio, and proactive sustainability strategy, storage
category growth led by versatile, timeless and design consistent ranges.
Competitive landscape
Orthex designs, produces and sells household products mainly in Europe,
where the competition for these products is fragmented. Competitive
dynamics remain intense, with pan-European brands and private-label
offerings exerting price pressure. Inasmuch as Orthex benefits from
local presence and fairly high brand recognition in the Nordics, its brand
and products are still less known in other European markets.
Orthex’s competitive environment varies between product categories,
but in general, the companies operating in the Nordics are smaller than
Orthex measured by net sales and have a narrower product assortment
and geographical footprint than Orthex. Key Nordic competitors include
Plast1 and Nordiska Plast, both smaller and less diversified than Orthex.
In the European market outside of the Nordics, Orthex’s competitors bear
more resemblance to Orthex in terms of size, assortment and positioning,
with Keter, Sundis, Iris and Rotho being the most comparable competitors.
The kitchen utensils market is even more fragmented and more exposed
to international competition due to lower shipping costs. Competitors
include Keter, Sistema, Nordiska Plast, Mepal, and Joseph Joseph.
Customer segments
Orthex’s seeks to be the preferred value-creating partner to its
customers who are mainly large retail chains and e-commerce
platforms. Consumers are customers of our customers and end-
users of our products. Among consumers, Orthex’s main target group
are sustainability-conscious households and buyers who appreciate
premium quality and durability.
Market conditions
Global economic uncertainties and geopolitical tensions continue to
influence consumer confidence, purchasing power, and purchasing
behaviour, which may consequently affect Orthex’s business
performance. In light of the prevailing cautious consumption
environment, many retailers are actively managing their inventory
levels. Orthex’s product portfolio is characterized by relatively low
price points and addresses practical needs. Accordingly, the company
anticipates that its categories will be less susceptible to shifts in
consumer spending patterns compared to higher-priced discretionary
goods. Orthex remains committed to closely monitoring market
developments and implementing measures to navigate evolving
conditions with efficiency and resilience.
1)
Europe Home Organizers & Storage Market Size & Share Analysis -
Industry Research Report - Growth Trends
2)
Prominent companies in Europe Kitchenware Market with Size
Market overview
Industry segment
Orthex is a leading Nordic houseware company specialising in durable
household products — primarily rigid plastic storage (boxes, baskets,
sorting solutions), kitchenware, and selected home and garden items
(e.g., flowerpots and bins). Orthex operates in the Nordics and in the rest
of Europe with customers in more than 40 countries.
Industry context
The European household goods market remains resilient, supported by
long-term trends in home organisation, sustainability, and e-commerce
adoption. Demand for durable storage solutions and kitchenware
continues to grow steadily, driven by urbanisation and lifestyle changes.
According to Mordor Intelligence
1)
, European home organisers and
storage market is expected to grow at a CAGR of over 4% between
2025 and 2030. As per 6Wresearch
2)
, European kitchenware market is
projected to grow at a CAGR of 5% between 2025 and 2031.
Regulatory landscape
Regulatory developments, including the EU Packaging and Packaging
Waste Regulation (PPWR) and the Single-Use Plastics Directive
(SUPD), are accelerating the transition toward circular materials and
design-for-recycling standards. These changes create both compliance
requirements and opportunities for differentiation. Steered by regulatory
changes, retailers and consumers increasingly favour products with
verified sustainability credentials, reinforcing the strategic importance of
durability and recycled and bio-based materials.
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Group performance
Depressed consumer spending across markets and global uncertainty
impacted the 2025 overall performance, undermining our growth
ambitions.
Net sales and profitability
In 2025, the Group’s Net sales decreased by 2.8% to EUR 87.2 million
(89.7). Invoiced sales amounted to EUR 89.6 million (92.3). The decrease
in constant currency net sales was 4.7% compared to 2024.
The sales decline is particularly attributed to careful consumer behaviour.
In addition, especially at the start of the year, the company had to limit
shipments to some customers facing financial challenges. The decline in
net sales was mitigated by successful new product launches, campaigns,
active in-store measures, and new product and customer listings.
EBITA was 9.8 million (9.8) during 2025 and decreased by 0.6%.
Adjusted EBITA decreased by 4.0% to EUR 9.8 million (10.2). Adjusted
EBITA margin remained stable despite lower sales and was 11.3% (11.4).
Operating profit was EUR 9.8 million (9.8). The operating profit included
items affecting comparability of EUR 0.0 million (0.4).
The EBITA result development can be attributed to tight cost control and
a balance between volume driving campaigns and more profitable base
sales. Steady, and towards the second half of the year declining raw
material prices further improved the results. Operational efficiencies
were not gained with declining sales, hence measures to offset cost
increase and secure margins were consciously implemented during
the year to secure delivery of the EBITA result.
Orthex’s financial income and expenses during the financial year
consisted of EUR 1.2 million net expenses (2.1). The decrease in net
financial expenses is due to lower interest payments related to loans
from financial institutions and positive exchange rate changes for
internal loans.
Profit before taxes was EUR 8.6 million (7.8) and profit for the period
was EUR 6.8 million (6.1).
Development by geography
Orthex’s core market area by geography is the Nordics, where
the Group’s invoiced sales in 2025 decreased by 3.1% to EUR 68.9 million
(71.1). Invoiced sales in the Nordics totalled 76.9% (77.1) of the Group’s
total invoiced sales. Especially in some Nordic markets consumer
demand was sluggish throughout the year whereas a few markets
showed signs of recovery in the second half of the year.
Invoiced sales in the Rest of Europe decreased slightly and were
EUR 20.2 million (20.3). The slight decline is due to one important
customer changing its buying strategy, favouring other product
categories in their campaigns and a few customers having financial
difficulties at the beginning of the year.
Sales in the Rest of the world weakened to EUR 0.6 million (0.9) driven
by trade uncertainty in the United States.
Orthex’s products are sold in more than 40 countries, and export to non-
Nordic countries accounted for 23.1% (22.9) of the Group’s invoiced sales
at the end of the year.
Invoiced sales by geography
EUR million 2025 2024 2023
Nordics 68.9 71.1 68.7
Rest of Europe 20.2 20.3 18.5
Rest of the world 0.6 0.9 0.8
Total 89.6 92.3 88.0
Development by product category
Orthex has three reporting categories which are Storage, Kitchen, and
Home & Garden.
Orthex’s biggest product category is Storage. Compared to the previous
year, the Storage category declined slightly with invoiced sales
amounting to EUR 61.9 million (63.6) in 2025. The Storage category’s
overall sales decreased by 2.6% compared to the previous year.
The negative sales development in the Nordics impacted the Storage
category invoiced sales.
Orthex’s second largest category is Kitchen with invoiced sales totalling
EUR 17.7 million (19.3). Sales of Kitchen category decreased by 8.2%.
Especially consumer demand in the Nordics affected the Kitchen sales
negatively.
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Thanks to higher sales of flowerpots made of recycled material,
invoiced sales in the Home & Garden category increased by 6.0% to
EUR 10.0 million (9.4).
Invoiced sales by product category
EUR million 2025 2024 2023
Storage 61.9 63.6 60.0
Kitchen 17.7 19.3 18.6
Home & Garden 10.0 9.4 9.4
Total 89.6 92.3 88.0
Financial position and cash flow
At the end of December, the balance sheet totalled EUR 86.3 million
(85.6), of which equity accounted for EUR 40.4 million (35.8).
The Group’s net debt was EUR 16.6 million (20.3) at the end of
the financial year. Non-current interest-bearing liabilities were EUR
23.5 million (26.3) and Orthex’s total interest-bearing liabilities were
EUR 28.4 million (30.7). Interest-bearing liabilities include loans from
credit institutions, pension liabilities and lease liabilities.
During the period January−December 2025, the Group’s net cash
flows from operating activities were EUR 12.3 million (11.8) and
cash conversion was 81.9% (70.9). Interest paid during the period
totalled EUR 1.3 million (1.8). Cash and cash equivalents amounted to
EUR 11.8 million (10.5) at the end of the year.
Net debt/adjusted EBITDA was 1.1x (1.4x) at the end of the financial year.
Orthex’s long-term target is to keep Net debt/adj. EBITDA below 2.5x.
At the end of the year, the Group’s Equity ratio was 46.8% (41.9).
Adjusted return on capital employed (ROCE) was 28.6% (29.7) and
return on equity (ROE) 17.8% (17.4).
Investments, research, and product
development
Orthex’s investments during 2025 amounted to EUR 2.7 million (4.3)
and were related to moulds for new products and capacity increases.
The low investment level compared to the previous year is due to
the timing of investments and their transfer to upcoming months.
Orthex invests in product development on a continuous basis and
launches new products twice a year. In addition, Orthex invests
in research and is involved in research projects focusing on
the development of recycled and renewable plastics and promoting
circular economy of plastics.
Orthex was researching in collaboration with partners whether recycled
plastic could be used in products suitable for food contact. This project
lasted for three years and ended in 2025. The results of the product
development and testing related to this project were promising and
indicated that recycled plastic is, at least in principle, suitable for food-
contact. However, starting commercial production will require advances
in plastic sorting technology and changes to the regulations governing
the use of recycled plastics.
Since 2023, Orthex is participating in a large cooperation project of
seven years to promote the circular economy of plastics. Orthex’s goal
is to find new potential, environmentally friendly plastic raw materials,
test raw materials in production and as finished products, and then
bring new products to the market. Orthex is also involved in the Reusify
project that started in 2024 and aims to reduce single-use packaging.
These research projects are elaborated further in this report under
section Sustainability.
These investments in research and product development support
Orthex’s target to increase the use of recycled and renewable raw
materials.
Research and product development expenses have not been capitalized.
Personnel
In 2025, the average number of personnel employed by Orthex was
287 (288). In 2025, wages and salaries amounted to EUR 19.2 million,
in 2024 to EUR 19.0 million, and in 2023 to EUR 17.9 million. Group
headcount at the end of the financial year was 308 (312), of which 52%
(51) worked in production, 20% (21) in warehouse, 17% (17) in sales, 6%
(6) in administration and 5% (5) in marketing.
Group structure
There were no changes in the Group structure during 2025.
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Annual and Sustainability Report 2025 8Part of the Board of Directors’ report
Governance
The company’s governance complies with the company’s Articles of
Association and Corporate Governance Principles as well as rules and
regulations applicable to Finnish listed companies such as the Finnish
Limited Liability Companies Act and Securities Markets Act, and rules
and regulations of Nasdaq Helsinki Ltd. The company also adheres
to the Finnish Corporate Governance Code 2025 (”CG Code”) issued
by the Securities Market Association. The CG Code is available on
the association’s website (www.cgfinland.fi).
Further information on the company’s governance principles is available
in the Corporate Governance Statement 2025 published simultaneously
with the Board of Directors’ report and the Financial Statements. As
the company has no audit committee, the company’s Board of Directors
has reviewed the Corporate Governance Statement.
Decisions of the Annual General Meeting
Orthex Corporation’s Annual General Meeting was held in Espoo on
29 April 2025. The general meeting adopted the financial statements
and discharged the members of the Board of Directors and the CEO from
liability for the financial year 2024. The general meeting also approved
the 2024 remuneration report for governing bodies.
The general meeting approved the Board of Directors’ proposal to
pay a dividend of EUR 0.22 per share. The dividend was paid in two
instalments. The first instalment of EUR 0.11 per share was paid on
9 May 2025. The second instalment of EUR 0.11 per share was paid on
8 October 2025.
The general meeting resolved to elect five members to the Board.
Sanna Suvanto-Harsaae, Markus Hellström, Jyrki Mäki-Kala and Anette
Rosengren were re-elected to the Board and Tuomas Yrjölä elected as
a new member to the Board for a term of office ending at the end of
the next Annual General Meeting. Sanna Suvanto-Harsaae continues
to chair the Board. The general meeting resolved that the monthly
remuneration of the members of the Board of Directors remains
the same and that the Chair of the Board of Directors be paid a monthly
fee of EUR 4,000 and other members of the Board of Directors
a monthly fee of EUR 2,000. The general meeting further resolved that
the members of the Board of Directors be paid meeting fees.
Ernst & Young Oy, a firm of Authorised Public Accountants, was re-
elected the company’s auditor with Authorised Public Accountant
Mikko Rytilahti continuing as the signing audit partner. Ernst & Young
Oy, Authorised Sustainability Audit Firm, was elected the company’s
sustainability reporting assurer.
The general meeting authorised the Board of Directors to issue or convey
a total maximum of 1,600,000 shares or special rights entitling to shares
in one or several issues. The Board of Directors was also authorised to
decide on the acquisition of a maximum of 175,000 company shares.
The authorisations will be valid until 30 June 2026.
Further information about the decisions of the general meeting can
be found in the AGM documents, which are available on the corporate
website at Annual General Meeting 2025 - Orthex Group.
Change in the Management Team
Aurélien Chabannier was appointed Sales Director, Europe and
International Markets, and member of Orthex’s Management Team as of
1 September 2025. Mr Chabannier reports to CEO Alexander Rosenlew.
Chabannier (b. 1989) is a French citizen and has a master’s degree in
management. He joined the company in 2016 as a Key Account Manager
for France and prior to his appointment held the position of Business
Unit Manager, France and Germany.
Board of Directors
On 31 December 2025, the company’s Board of Directors consisted
of the following members: Sanna Suvanto-Harsaae (Chair), Markus
Hellström, Jyrki Mäki-Kala, Anette Rosengren, and Tuomas Yrjölä.
Management’s ownership and remuneration
On 31 December 2025, the members of the Board of Directors, the CEO,
and other members of the Management Team, including their closely
associated persons and entities, owned a total of 2,923,358 shares in
the company, corresponding to 16.5% of the total number of shares.
Information on the shareholdings of the members of the Board of Directors,
the CEO, and other members of the Management Team is disclosed in
the Corporate Governance Statement 2025 and on the corporate website.
Information on the remuneration of the members of the Board of
Directors, the CEO, and other members of the Management Team is
disclosed in the notes to the financial statements. The remuneration of
the members of the Board of Directors and the CEO is also described in
the Remuneration Report 2025.
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Composition of Shareholders’ Nomination Board
The Extraordinary General Meeting on 5 March 2021 decided to
establish a Shareholders’ Nomination Board for the company and
the Nomination Board’s charter was approved. The Nomination Board
consists of the four largest registered shareholders of the company as
of 31 August. According to the shareholders’ register, the company’s four
largest shareholders on 31 August 2025 were Conficap Oy, Alexander
Rosenlew, Ilmarinen Mutual Pension Insurance Company, and Aktia
Fund Management Company Ltd.
On 15 September 2025, the company announced that these
shareholders had appointed their representatives to the Shareholders’
Nomination Board, the composition of which is as follows:
• Erik Toivanen, CEO of Conficap Oy
• Alexander Rosenlew
• Annika Ekman, Executive Vice President, Investments, of Ilmarinen
Mutual Pension Insurance Company
• Niina Arkko, ESG Director of Aktia Fund Management Company Ltd
The Nomination Board has elected Erik Toivanen as its chair. The Chair of
Orthex’s Board of Directors, Sanna Suvanto-Harsaae, acts as an expert
member of the Nomination Board.
More information on the Nomination Board is available on the corporate
website at Nomination Board - Orthex Group.
Shares and shareholders
Orthex’s shares are listed on the main list of Nasdaq Helsinki Ltd since
March 2021.
At the end of the reporting period, Orthex Corporation’s registered share
capital amounted to EUR 80,000 and the registered number of issued
shares was 17,758,854. All shares carry one vote and have equal voting
rights. There are no voting restrictions associated with the shares.
The shares hold no nominal value. The trading code of the shares is
“ORTHEX”, and the ISIN code FI4000480504.
Trading volume during the year was EUR 12.9 million (13.1) and
2,638,881 shares (2,164,530). The highest price of the share was
EUR 5.44 (7.30) and the lowest was EUR 4.40 (4.89). The closing price
of the share at the end of December was EUR 4.65 (5.00). The year-
end market value of the share capital stood at EUR 82.6 million (88.8).
The company did not have any treasury shares at the end of the year.
At year-end, the number of registered shareholders including nominee
registers was 13,539 (14,429). The nominee-registered shares
accounted for 10.8% (11.6) of the total number of shares and amounted
to 1,920,249 (2,052,890) shares. At the end of the period, the ten
largest registered shareholders possessed a total of 52.9% (52.6) of
Orthex’s shares and votes.
Authorisations, option, and share-based
incentive schemes
During 2025, Orthex did not have any share option or share-based
incentive schemes.
Orthex’s Board of Directors is authorised to issue or convey a total
maximum of 1,600,000 shares and special rights entitling to shares in
one or several issues. The Board of Directors is also authorised to acquire
a maximum of 175,000 shares in the company. The Board of Directors
has not exercised these authorisations. The authorisations will be valid
until 30 June 2026. The Board of Directors has no other authorisations.
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Major shareholders 31 Dec 2025
*
Shareholder
No. of
shares
% of
shares
Conficap Oy 2,486,240 14.00
Rosenlew Alexander 2,047,726 11.53
Ilmarinen Mutual Pension Insurance Company 1,061,000 5.97
Varma Mutual Pension Insurance Company 831,106 4.68
Aktia Capital Investment Fund 817,587 4,60
Thominvest Oy 761,000 4.29
Fondita Nordic Micro Cap Investment Fund 368,500 2.08
OP-Finland Small Cap 356,555 2.01
Oy Julius Tallberg Ab 352,571 1.99
Ståhlberg Tom Christian 314,000 1.77
Total 9,396,285 52.9
*)
Source: Euroclear Finland
Under the provisions of the Securities Market Act, changes in holdings
must be disclosed when the holding reaches, exceeds, or falls below
5, 10, 15, 20, 25, 30, 50, 90 per cent or 2/3 of the voting rights or
the number of shares in the company.
The company received one notification of changes in holdings during
the year. The combined holdings of the investment funds managed by
Aktia Fund Management Company Ltd – namely Investment Fund Aktia
Capital and Special Investment Fund Aktia Micro Markka – exceeded
the five (5) percent threshold on 15 August 2025 and stood at 5.38% and
955,587 shares.
The stock exchange releases on notifications of changes in
holdings (flaggings) are available on the corporate website at
https://investors.orthexgroup.com/media/.
Sector distribution 31 Dec 2025
*
Sector No. of shares % of shares
Households 6,090,795 34.30
Private companies 5,090,854 28.67
Financial and insurance institutions 2,071,612 11.67
Public sector organisations 2,397,106 13.50
Non-profit institutions 169,795 0.96
Foreigners 18,443 0.10
Nominee registered 1,920,249 10.81
Total 17,758,854 100
*)
Source: Euroclear Finland
Share distribution 31 Dec 2025
*
Number of shares Number of shareholders % of shareholders Number of shares % of shares
1–100 8,693 64.21 465,744 2.62
101–1,000 4,261 31.47 1,410,048 7.94
1,001–10,000 514 3.80 1,209,850 6.81
10,001–100,000 47 0.35 1,415,935 7.97
100,001–1,000,000 20 0.15 5,984,172 33.70
> 1,000,000 4 0.03 7,273,105 40.96
Total 13,539 100 17,758,854 100
Nominee registered 9 0.07 1,920,249 10.81
*)
Source: Euroclear Finland
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Annual and Sustainability Report 2025 11Part of the Board of Directors’ report
Sustainability
Sustainability is a core element in implementing Orthex’s growth
strategy and key objectives as we strive to be the storage category
leader in Europe and the benchmark for quality, practicality and
sustainability in every home. Sustainability is a key factor in all decision
making at Orthex and a significant driver of our development and
investment agenda. For example, a prerequisite for all new product
investments is that the material should be either recycled or renewable.
Orthex does not make single-use products. On the contrary, Orthex’s
products are made for long-term use and are fully recyclable in all our
markets at the end of their life cycle.
Orthex aims to be the industry benchmark in sustainability by offering
timelessly designed, high-quality, safe, and long-lasting products and
reducing its carbon footprint by increasing the share of recycled and
renewable raw materials.
Orthex has identified priority sustainability topics in environmental,
social and governance (ESG) areas. For each topic, the company has
set key performance indicators and targets. More information on
the company’s sustainability strategy, set targets, and achieved results
in 2025 can be found in the Annual and Sustainability Report’s dedicated
section on sustainability.
Sustainability actions in 2025
Orthex’s active sustainability work continued during 2025.
Materiality assessment
Orthex conducted a sustainability materiality assessment with key
stakeholders (customers, employees, shareholders, suppliers and
consumers) during the spring. The assessment was conducted in
accordance with the Corporate Sustainability Reporting Directive
(CSRD) following the principles of double materiality assessment and
the ESG structure. The materiality survey received over 300 responses
and the results were supplemented with interviews with selected
customers, investors and suppliers. Orthex streamlined its sustainability
strategy for 2026–2028 based on the findings of the assessment
during the last months of 2025 to ensure that the strategy focuses on
topics where our sustainability-related impacts, risks, and opportunities
are the most significant. The previous materiality assessment was
conducted in 2022.
Recognitions
Orthex’s Paulina self-watering pot was the winner in the Home &
Leisure time category of the Finland’s Most Sustainable Product
2026 competition in November. The winners are chosen by an
independent sustainability panel. The purpose of the competition is to
combat greenwashing by highlighting consumer products that support
a sustainable lifestyle. According to the selection panel, the Paulina
self-watering pot is the sustainable choice because it is made entirely
from recycled material in Finland, and all production waste material
is reused to create new material. In addition, the product is designed
to be extremely durable and long-lasting and is manufactured using
renewable energy. The production process utilizes closed-loop
system for water use, which means no wastewater is generated.
The competition is arranged by the Nordic sustainability technology
company Infine.
Orthex participated for a third time in the EcoVadis ESG assessment
and achieved a silver medal rating for its sustainability performance
in September. The result places Orthex among the top 10 percent of
companies globally assessed by EcoVadis.
In July, Orthex was awarded the Nasdaq ESG Transparency Partner
badge for the 2024 ESG reporting for the fourth year in a row.
In January, Orthex was ranked in 7th place among the Nasdaq Helsinki
small-cap companies in the Nordic Business Diversity Index examining
the diversity of senior leadership in Nordic listed companies.
Audits
Orthex strives to minimise its impact on the environment and climate
and invests in high-quality and safety of its products. All our three
factories in Finland and Sweden have already since 2002 been
ISO 14001 and 9001 certified for their environmental and quality
management systems. In 2018, Orthex’s operations were awarded
the ISO 45001 certification for occupational health and safety
management system. All these certificates were renewed in 2025.
In March, the Lohja factory underwent an annual ISCC audit and its ISCC
PLUS certificate was renewed. A similar audit was conducted in May
at the Gnosjö factory and its ISCC PLUS certificate was also renewed.
Usage of ISCC PLUS certified renewable raw materials produced by
applying the mass balance approach support Orthex’s target to increase
the share of sustainable raw materials in production.
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However, Orthex has decided to reduce the application of the mass
balance approach in the manufacturing of its products as the method
is still difficult for consumers to understand. Instead, in many of its
products, the company has shifted to use completely recycled or
renewable raw materials, which also supports Orthex’s goal to increase
the share of recycled and renewable raw materials in its production.
Reporting requirements
Orthex continued its preparations for the entry into force of the CSRD
during the period as explained above. The new reporting requirements
were expected to apply to the company starting from the beginning of
2025. However, changes to these reporting requirements were proposed
in the EU, and in December 2025 it was confirmed that the company
would be exempt from the CSRD requirements due to its size. We are
closely monitoring the progress of the regulation on sustainability
reporting and the potential impacts on the company’s reporting
obligations.
Investments in novelties
Orthex invests in product development on a continuous basis and
launches new products twice a year. During 2025, we have launched
several novelties that help, for example, organise refrigerator and food
cabinets, thereby reducing food waste. These products include storage
containers SmartStore™ Compact Access and SmartStore™ Compact
Square, organisers SmartStore™ Compact Sort, and dry food storage
containers SmartStore™ Flip. Another novelty is the storage solution
SmartStore™ Module which is made of recycled plastic and offers
a perfect solution for storing shoes or organising a playroom. All these
products are durable and made for long-term use.
Research investments
Orthex is involved in research projects focusing on the development of
recycled and renewable plastics and promoting circular economy of
plastics, because the supply of high-quality recycled materials suitable
for different purposes is still weak.
Together with other partners in the Borealis SPIRIT program, Orthex was
investigating whether recycled plastic can be used in products suitable for
food contact, expanding possibilities to use recycled plastic. This project
ended in 2025. The results of the product development and testing related
to this project were promising and indicated that recycled plastic is, at
least in principle, suitable for food-contact. However, starting commercial
production will require advances in plastic sorting technology and
changes to the regulations governing the use of recycled plastics.
As a part of the seven-year PlastLIFE SIP-EU collaborative project,
Orthex is working to identify and test new environmentally friendly
plastic raw materials, aiming to bring pioneering products to market.
Focusing on reducing single-use packaging, Reusify project explores
how packaging reuse systems could function. Orthex goal in this project
is to find solutions for replacing the single-use products with reusable
food storage and delivery boxes in professional kitchens.
These significant investments in research support Orthex’s target to
increase the use of recycled and renewable raw materials. More detailed
information on research projects is available in the sustainability section
of the Annual and sustainability report 2025.
Commitments
Global Compact
In May 2025, Orthex joined UN Global Compact. The UN Global Compact
is a voluntary United Nations initiative launched in 2000 to encourage
businesses worldwide to adopt sustainable and socially responsible
practices. It is based on Ten Principles in the areas of human rights,
labour, environment, and anti-corruption. By joining, companies commit
to aligning their strategies and operations with these principles and
reporting annually on their progress.
Circular Economy Green Deal
Orthex announced in December 2024 that it has joined the Circular
Economy Green Deal. The objectives of this deal include curbing
the consumption of non-renewable natural resources and doubling
the circular economy rate of resources and materials in Finland by 2035.
Orthex’s commitment relates to action areas “Increasing the value of
recycled materials and bio-based raw materials in production” and
“Expanding the availability of circular economy products in the market”.
Orthex aims to replace in its production virgin and fossil raw materials
with recycled and renewable raw materials and to introduce new plastic
products made from recycled or renewable materials to the market.
SBTi
The Science-Based Targets initiative (SBTi) has approved Orthex’s near-
term science-based emissions reduction target in 2022. This means
that Orthex’s climate targets are aligned with the target to keep global
warming below 1.5°C in accordance with the Paris Agreement.
A comprehensive description of Orthex’s sustainable business practices
is included in the sustainability section of the Annual and Sustainability
Report 2025.
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Annual and Sustainability Report 2025 13Part of the Board of Directors’ report
Risks and uncertainties
Risk management
The purpose of Orthex’s risk management is to ensure the fulfilment of
customer promises, business profitability, ability to pay dividends, value
creation for shareholders, responsible business, and business continuity.
To achieve this, Orthex strives to be aware of the uncertainties and risk
factors and opportunities associated with its objectives and operations,
and to identify, assess and manage risks and their consequences in
a consistent and effective manner.
Orthex’s risk management policy guides risk management in a way
that supports the achievement of the company’s objectives, protects
personnel and the company’s various assets, and ensures the financial
sustainability of operations.
The responsibility for implementing risk management lies with
the Management Team. In addition, each employee must be aware of
and manage the risks associated with their own operating environment
and areas of responsibility. The company’s Board of Directors approves
the company’s risk management policy and monitors and assesses
the effectiveness of risk management.
Risk management principles
Risk management is a systematic activity designed to ensure
comprehensive and appropriate risk identification, assessment,
management, and control. It is an integral part of Orthex’s planning and
management process, decision making, day-to-day management of
operations, and monitoring and reporting procedures. Risks are assessed
and managed in a business-oriented and thorough manner. This
means that key risks, including ESG risks, are systematically identified,
evaluated, managed, monitored, and reported as part of the business.
Risk management process and reporting
Orthex prioritises risks according to the importance of the risk by
assessing the impact, likelihood, and level of risk management of
the risk materialisation. Risk management measures address the most
significant risks through cost-effective and appropriate policy options.
The Management Team regularly monitors the implementation of risk
management. If necessary, corrective measures will be taken.
The Management Team reports to the Board of Directors on risks
and risk management measures 2-3 times a year. The Board reviews
the most significant risks, measures to manage them and assesses
the efficiency and effectiveness of risk management.
Risk classification
Risk refers to an event or circumstance that may hinder or prevent
the achievement of targets or may result in missing of business
opportunities. Orthex classifies risks in three groups:
• Strategic risks
• Operational risks
• Financial risks
Strategic risks refer to uncertainty that is primarily related to changes
in the operating environment and the ability to utilize or anticipate
these changes. These changes may relate, for example, to the general
economic situation, customer consumption behaviour, competition,
legislation, or technological developments. When assessing strategic
risks and opportunities, the goal is to find the business opportunities
that are used to achieve the goals with manageable risks, while avoiding
those that present unreasonably high risks.
Operational risk means a circumstance or event that can prevent or
hinder the achievement of objectives or cause harm to people, property,
business, information, or the environment. Operational risks are avoided
or reduced, but in such a way, that the costs of risk avoidance are
proportionate to the magnitude of the risk.
Financial risks are those related to Orthex’s financial position. These
include e.g., availability and cost of finance, net working capital and
liquidity, and foreign exchange rate fluctuations. Orthex’s financial
risk management is described in the notes to the consolidated
financial statements.
Non-economic impacts are also considered when assessing
risks. Reputation risk arises if Orthex’s operations conflict with
the expectations of various stakeholders, such as customers, consumers,
suppliers, regulators, or shareholders. Responsible practices are key to
preventing reputational risks. Reputation risks are managed through
timely and adequate communication.
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Main strategic, operational, and financial risks
Orthex’s business operations expose the company to various risk
factors. The following section presents the risks and uncertainties that
may materially impair Orthex’s business conditions, sales, financial
performance, and position.
Risks related to the macroeconomic environment
Cost inflation, interest rate levels, and geopolitical tensions impact
the global economic trend as well as the development of consumers’
purchasing behaviour and, as a result, can have an impact on Orthex’s
business. Russia’s war against Ukraine or the conflict in the Middle East
do not directly affect Orthex’s business as Orthex does not sell products
to Russia, Belarus, Ukraine, or Israel or source raw materials from
these countries. However, geopolitical tensions cause disturbances in
global supply chains and contribute to the general economic situation
and consumers’ purchasing power and behaviour. These factors may
affect the company’s sales and profitability as well as operational
reliability and efficiency. The Group has hedged part of its interest-
bearing liabilities against rising interest rates with interest derivatives. In
addition, some of the electricity contracts have been purchased at fixed
prices due to the strong volatility of market electricity.
Risks related to changes in competitive environment
Orthex operates in a competitive and fragmented storage, kitchenware,
and home and garden products market. Even though the markets in
which Orthex operates are fragmented, Orthex’s competitors may
consolidate, establish consortiums, or aim to expand their operations
in the future, which may increase competition in Orthex’s markets,
including in the Nordics. Any significant consolidation could create
competitors with more financial, technical, marketing, or other
resources that would enable them to assign more resources to the sale
of household goods than currently, which, in turn, could have an adverse
effect on Orthex’s business and growth opportunities.
Risks related to supply chain and sourcing of raw materials
The risks related to Orthex’s supply chain are associated especially
with production, procurement and logistics processes and their
reliability, flexibility and efficiency, sustainability as well as fluctuations
in the prices of raw materials and other factors of production. For
example, increasing tariffs, other trade and geopolitical tensions, cyber
security incidents and possible epidemics and pandemics as well as
other uncertainties in the global economy may cause even significant
disruptions in production and logistics chains that may have a negative
impact on the company’s sales, profitability and cash flow.
Plastic polymers are the largest group of raw materials used in
the production of Orthex’s products. Raw material prices are typically
negotiated annually based on estimated volumes for the year ahead.
Orthex does not hedge against raw material price fluctuations.
Accordingly, Orthex’s profitability is particularly exposed to fluctuations
in virgin plastic polymer (produced directly from crude oil and never
been used or processed before) prices, which have historically
fluctuated to a certain extent in line with crude oil price fluctuations.
Orthex also uses recycled and renewable materials in the production of
its products and sells products entirely sourced from external suppliers,
as well as products that are partly produced in-house and partly consist
of externally sourced components. The prices of these raw materials
and traded goods have not historically been subject to the same level of
fluctuation as virgin plastic polymers. However, there has been shortage
on the market because of higher demand, and this can lead to higher
prices also in recycled and renewable materials. If Orthex is unable
to offset price increases in raw materials and traded goods, whether
through price increases or otherwise, or should there be significant
disruptions in their availability, this could have a material adverse effect
on Orthex’s profitability and/or margins.
Risks related to quality of products
Thanks to its own production, Orthex can control the quality of its
products and the health and environmental aspects of production and
products. Although Orthex has several quality control measures in place,
there can be no assurances that such measures will always be adequate
to detect potential product quality defects.
Any significant quality issue may require a considerable amount of
management resources. Responding to detected or suspected quality
issues, for example, by proactively adjusting production processes or
by switching the materials or components used, usually gives rise to
costs that may be significant. Such events may also lead to product
recalls, product liability or warranty claims, and contractual liabilities
towards Orthex’s customers and/or end-customers, or to third-party
claims. Product quality issues or product recalls may also harm
Orthex’s reputation and lead to loss of customers. Furthermore, Orthex’s
insurance coverage does not cover claims based on quality issues and
product liability claims concerning Orthex’s products. Realisation of
the aforementioned risks may have a material adverse effect on Orthex’s
business, results of operations, financial position, and/or reputation.
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Risks related to changes in customer preferences
Several megatrends and consumer preferences have been driving
the demand in the home storage, food storage and kitchen utensils
markets in recent years, including population growth, urbanisation,
changes in the form of housing, sustainability, and design preferences
among the end-customers of Orthex’s products. Changes in consumer
preferences could relate to, among others, improved functionality, higher
quality, innovative solutions, new technologies, attractive design, and
new and more advanced materials.
If Orthex is unable to successfully anticipate and identify changing
consumer preferences, Orthex could lose its market share in the Nordics,
its sales development may be slower than expected, and it may be
forced to rely on price reductions to dispose of excess or slow-moving
inventory or to make significant investments in the future to remain
competitive. Any of these could have a material adverse effect on
Orthex’s business, financial position and/or results of operations.
Risks related to production facilities and warehouse operations
As Orthex’s production largely relies on its own production facilities,
events that would cause significant disruptions in or the suspension
of Orthex’s production facilities could materially affect Orthex’s ability
to deliver its products to its customers in a timely manner. Orthex’s
production facilities may be damaged or destroyed, or they may be
closed or the equipment on the premises may be damaged due to, for
example, fire, accident, natural disaster, or equivalent events beyond
Orthex’s control. Similarly, Orthex’s warehouses could be subject to
similar events, which could destroy all or part of Orthex’s inventory.
Such events or incidents could result in material disruptions and delays
in Orthex’s production and deliveries and in Orthex not necessarily
being able to fulfil its obligations to its customers. If Orthex were
unable to locate alternative production facilities, transfer production to
Orthex’s other production facilities or to repair the damaged premises or
equipment in a timely and cost-effective manner, such conditions could
have a material adverse effect on Orthex’s business, financial position
and/or results of operations.
Risks related to IT infrastructure and systems
Difficulties in maintaining and updating IT infrastructure, deficiencies
in IT systems, and external cyber-attacks related to IT systems may
have an adverse effect on Orthex. Orthex uses information technology
infrastructure, applications and software products that cover essential
aspects of its business, such as production, inventory management,
logistics, human resources, finances, and other administrative
systems. Orthex’s IT systems and infrastructure may be vulnerable
to cybersecurity risks, including cyber-attacks, direct or indirect, such
as computer viruses and worms, phishing attacks, and penetrating or
bypassing security measures in order to gain unauthorised access to
Orthex’s information networks and systems. Exploitation of possible
weaknesses in Orthex’s security controls could disrupt its business and
cause leakage of sensitive information, theft of intellectual property and
damage to Orthex’s reputation. Orthex has a cyber security insurance
policy to mitigate the impact of data security incidents.
Risks related to management and employees
The success of Orthex’s business and strategy depends on Orthex’s
ability to attract and retain key management and production personnel.
The loss of management or key personnel may result in the loss of
expertise or, in certain circumstances, the transfer of expertise to
Orthex’s competitors. In addition, Orthex’s production processes require
qualified, skilled production workers (particularly with specialized
training and knowledge of plastic).
In accordance with its current strategy, in addition to strengthening
its market position in the Nordics, Orthex will focus on accelerating
its growth in the international markets outside the Nordics, which
imposes new demands to Orthex’s management and personnel. Orthex’s
geographical expansion also requires the recruitment of additional
personnel. If Orthex is not successful in recruiting and retaining qualified
key personnel, this may have an adverse effect on Orthex’s business.
Risks related to regulation and compliance
With operations in several countries, Orthex is subject to a variety
of laws and regulations, and potential violations of such laws and
regulations could have an adverse effect on Orthex. Orthex must
comply with laws and regulations enacted at both the national and EU
level concerning its operations in relation to matters including health,
safety, consumer protection and marketing, general product safety,
environment, employment, competition, company law, data protection,
international trade, and taxation in all countries in which Orthex pursues
business. Failure to comply with applicable laws and regulations
may cause Orthex financial losses, undermine Orthex’s business
opportunities and harm Orthex’s reputation.
Risks related to taxation
Orthex’s tax burden depends on certain tax laws and regulations and
their application and interpretation (for example, with regard to transfer
pricing rules). Changes in tax laws and regulations or their interpretation
and application may increase Orthex’s tax costs to a significant degree,
which could have an adverse effect on Orthex’s financial position and/or
results of operations. In addition, Orthex may at times be subject to tax
audits conducted by national tax authorities. Tax audits or other auditing
measures carried out by tax or other authorities, such as customs
officials, could result in an imposition of additional taxes (such as income
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taxes, taxes at source and property, capital, transfer, and value-added
taxes), which could lead to an increase in Orthex’s tax liability.
In 2022, Orthex Corporation was subject to a tax audit regarding
the financial years 2020 and 2021. The tax audit report included
subsequent taxes and tax increases amounting to a total of EUR
0.3 million relating to the VAT deductibility of IPO related costs.
The company disagreed with the interpretation made in the tax audit
and filed a claim for adjustment to its taxation with the Assessment
Adjustment Board of the Finnish tax authority. However, the company
was requested to pay additional taxes in accordance with
the interpretations set out in the tax audit report and the company paid
the subsequent taxes and tax increases in June 2022. Orthex did not
recognise the subsequent taxes and tax increases in the consolidated
statement of comprehensive income. The Assessment Adjustment
Board issued its decision on the company’s claim for adjustment in
February 2025, and the company’s claim was partly approved. As
a result of the decision, EUR 0.2 million was recognised as items
affecting comparability under fixed costs in the 2024 financial
statements of Orthex Corporation.
Risks related to currency fluctuations
Orthex has operations in several countries, so the company is exposed
to transaction and translation risk related mainly to the Swedish krona,
the Norwegian krone, the Danish krone, the British pound sterling and
the U.S. dollar. The Group is typically not hedged against currency
risk, except for certain large purchases under the Kökskungen
TM
brand.
Fluctuations in exchange rates have had and may continue to have
a material adverse effect on Orthex’s results of operations.
Risks related to liquidity
Orthex currently finances its business and investments with operational
cash flows and debt financing. Sufficient cash flow is required for
Orthex’s business and maintaining its ability to service its debt. There can
be no assurance that Orthex will be able to secure financing to a sufficient
extent and on competitive terms to finance its business and investments.
Changes in the macroeconomic environment or in the general financial
markets may have an adverse effect on the availability, price, and other
terms of financing. Changes in the availability of equity and debt financing
and in the terms of the financing available may influence Orthex’s ability
to invest in developing and growing its business in the future. If Orthex is
not able to obtain financing on competitive terms or at all, this may have
a material adverse effect on Orthex’s business, financial position and/or
results of operations.
ESG risks
Orthex assesses ESG risks including risks related to climate change as
a part of its systematic risk management process and has identified
the following most significant ESG risks: supply chain and operational
risks, regulatory and legal risks, product safety related risks, reputational
risks, and employee health and safety related risks.
Extreme weather events and natural disasters pose a risk to
the reliability and efficiency of Orthex’s supply chain. Climate change
increases the likelihood of extreme weather events and natural
disasters, such as floods, forest and wildfires, and storms. Heatwaves,
drought, challenges in water availability, soil degradation, and other
changes driven by climate change may also affect the availability and
price of products used to produce Orthex’s raw materials. Extreme
weather events and natural disasters can further affect raw material
availability if they cause damage to the facilities of the company’s
supplier partners or disrupt logistics chains. Extreme weather events
may also disrupt Orthex factory and warehouse operations.
Growing anti-plastic sentiment and stricter sustainability expectations
from consumers and investors can pose reputational and financial risks
if Orthex fails to meet its climate targets. Sudden changes in legislation,
such as plastic taxes or stricter carbon regulations, could increase
costs and require rapid adaptation. Failure to comply with these as well
as environmental legislation, product safety regulations or laws and
regulations applicable to employee health and safety may cause Orthex
financial losses, undermine Orthex’s business opportunities and harm
Orthex’s reputation.
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Board of Directors’ proposal for the use
of the profit shown on the balance
sheet and resolution on the distribution
of dividends
According to the financial statements to be adopted for the financial
year ended 31 December 2025, the parent company’s distributable
funds amount to EUR 23,717,780.23, including the profit for the period of
EUR 6,420,110.37.
The Board of Directors proposes to the general meeting that based on
the financial statements to be adopted for the financial year ended on
31 December 2025, shareholders be paid a dividend of EUR 0.23 per
share totalling approximately EUR 4.1 million based on the number of
registered shares in the company at the time of the proposal.
The dividend is proposed to be paid in two instalments as follows:
• The first instalment of the dividend amounting to EUR 0.12 per share
will be paid to a shareholder who is registered in the company’s
shareholder register held by Euroclear Finland Oy on the record date of
the first instalment of the dividend payment 16 April 2026. The Board
of Directors proposes that the first instalment of the dividend be paid
on 23 April 2026.
• The second instalment of the dividend amounting to EUR 0.11 per
share will be paid in October 2026 to a shareholder who is registered
in the company’s shareholder register held by Euroclear Finland Oy
on the record date of the second instalment of the dividend payment
1 October 2026. The Board of Directors proposes that the second
instalment of the dividend be paid on 8 October 2026. The Board of
Directors further proposes that the Board be authorised to decide, if
necessary, on a new record date and date of payment for the second
instalment of the dividend should the rules of Euroclear Finland
Oy or statutes governing the Finnish book-entry system change or
otherwise so require.
There have been no significant changes in the parent company’s
financial position after the financial year-end. The company’s liquidity
is good, and the Board of Directors deems that the company’s solvency
will not be jeopardised by the proposed dividend distribution.
Events after the financial year
On 23 January 2026, Orthex disclosed the Shareholders’ Nomination
Board’s proposals to the Annual General Meeting 2026 regarding
the composition and remuneration of the Board of Directors.
The Shareholders’ Nomination Board proposes that the number of
members of the Board of Directors be resolved to be six (6) instead of
current five and that Sanna Suvanto-Harsaae, Markus Hellström, Anette
Rosengren, and Tuomas Yrjölä be re-elected to the Board and that Sari
Somerkallio and David Miller be elected as new members to the Board,
all for a term of office ending at the end of the Annual General Meeting
2027. The current Board member Jyrki Mäki-Kala was no longer
available for re-election.
Of the director nominees, David Miller is not independent of the company’s
significant shareholders since he has a service agreement with
Conficap Oy, which holds 14 per cent of the shares in the company.
All other director nominees are independent of the company’s significant
shareholders. All director nominees are independent of the company.
Background information on the director nominees is available on
the corporate website at Board of Directors - Orthex Group.
All director nominees have consented to their election. The members
of the Board of Directors will elect a Chair of the Board from among
themselves.
As regards the Board remuneration, the Shareholders’ Nomination
Board proposes that the remuneration of the members of the Board of
Directors remain the same and that
• the Chair of the Board of Directors be paid a monthly fee of EUR 4,000
• other members of the Board of Directors be paid a monthly fee of
EUR 2,000
• all Board members be paid meeting fees so that a meeting fee of
EUR 250 is paid for a meeting held in the Board member’s country of
residence or as a remote meeting, and a meeting fee of EUR 500 for
a meeting held elsewhere than in the Board member’s country of
residence
• should the Board of Directors decide to establish Board committees,
the members of such committees be paid meeting fees in the same
manner as meeting fees are paid for the Board meetings
• reasonable travel and other expenses related to the Board work be
reimbursed in accordance with the company’s travel rules.
The Nomination Board made all its proposals unanimously. In preparing
the proposals, the Nomination Board considered the company’s
principles concerning Board diversity and the requirements set in
the Finnish Corporate Governance Code.
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 18Part of the Board of Directors’ report
Market outlook
It is expected that global volatility, cost inflation, and consumer and
customer uncertainty will affect the business environment in 2026 as
well. Crises, quick changes, and increasing regulation are no longer
exceptions, but the normal state of the operating environment.
In 2025, raw material prices were slightly lower than in the previous
year supporting the operational profitability. The price level in 2026 will
be affected by the development of the demand for plastic raw materials,
changes in sanctions and tariffs, and logistic challenges. The European
Central Bank’s forecast says that the euro area economy is proving to
be more resilient than expected and that growth should average 1.2%
in 2026 as household incomes rise, government spending increases,
financing conditions improve and foreign demand rebounds. According
to the press release issued by the European Commission in January,
the flash consumer confidence indicator for the EU and euro area,
however, is still below its long-term average although it increased
slightly compared to the previous month. Orthex will closely monitor
the general economic and market trends and the development
of consumer confidence and purchasing power and will strive to
effectively navigate through changing conditions.
Despite some general challenges in consumer demand, our systematic
international distribution build-up is progressing according to plan,
delivering a growing base of customers and point of sales throughout
Europe. Orthex believes that the resilience and transparency of its short
supply chains may turn out to be a strategic competitive advantage
during global uncertainty.
From Orthex’s perspective, 2026 offers a moderately favourable outlook.
Growth is supported by targeted consumer campaigns, disciplined cost
management, and stable raw material prices. However, geopolitical
tensions cause disturbances in global supply chains and contribute
to the general economic trend and consumers’ purchasing power and
behaviour. This can have an impact on Orthex’s business performance
in 2026.
Espoo, 4 March 2026
Board of Directors
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 19Part of the Board of Directors’ report
Key figures
EUR thousand 2025 2024 2023
Net sales 87,212 89,734 85,945
Net sales growth, % -2.8% 4.4% 2.3%
Constant currency net sales growth, % -4.7% 4.3% 5.3%
Invoiced sales 89,644 92,291 87,989
Invoiced sales growth, % -2.9% 4.9% 2.6%
Gross margin 25,009 25,704 24,320
Gross margin, % 28.7% 28.6% 28.3%
EBITDA 14,670 14,257 14,892
EBITDA margin, % 16.8% 15.9% 17.3%
EBITA 9,782 9,845 10,863
EBITA margin, % 11.2% 11.0% 12.6%
Operating profit 9,782 9,833 10,750
Operating profit margin, % 11.2% 11.0% 12.5%
Items affecting comparability 41 389 55
Adjusted gross margin 25,009 25,704 24,320
Adjusted gross margin, % 28.7% 28.6% 28.3%
Adjusted EBITDA 14,711 14,645 14,947
Adjusted EBITDA margin, % 16.9% 16.3% 17.4%
Adjusted EBITA 9,823 10,234 10,918
Adjusted EBITA margin, % 11.3% 11.4% 12.7%
Adjusted operating profit 9,823 10,222 10,805
Adjusted operating profit margin, % 11.3% 11.4% 12.6%
Earnings per share, basic (and diluted), EUR 0.38 0.34 0.39
FTEs 287 288 281
Personnel expenses 19,199 19,017 17,921
EUR thousand 2025 2024 2023
Key cash flows indicators
Net cash flows from operating activities 12,338 11,805 10,170
Operating free cash flows 12,052 10,391 12,353
Cash conversion, % 81.9% 70.9% 82.6%
Investments in tangible and intangible assets -2,659 -4,255 -2,594
Financial position key figures
Net debt 16,624 20,286 22,317
Net debt / adjusted EBITDA last 12 months 1.1x 1.4x 1.5x
Net working capital 12,872 13,090 14,266
Capital employed excluding goodwill 34,292 34,356 34,462
Return on capital employed (ROCE), % 28.5% 28.6% 31.6%
Adjusted return on capital employed (ROCE), % 28.6% 29.7% 31.8%
Equity ratio, % 46.8% 41.9% 40.2%
Return on equity, % 17.8% 17.4% 21.5%
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 20Part of the Board of Directors’ report
Share-related key figures
EUR 2025 2024 2023
Earnings per share, basic (and diluted) 0.38 0.34 0.39
Equity per share 2.27 2.02 1.94
Effective dividend yield, % 4.9% 4.4% 3.9%
Price per earnings 12.19 14.53 13.91
Closing share price on the last day of trading 4.65 5.00 5.40
Highest 5.44 7.30 5.76
Lowest 4.40 4.89 3.70
Market value of shares at the end of period, EUR million 82.6 88.8 95.9
Number of shares traded, pcs 2,638,881 2,164,530 1,497,211
Of weighted average number of shares, % 14.9% 12.2% 8.4%
Number of shares outstanding at the end of the period, pcs 17,758,854 17,758,854 17,758,854
Weighted average number of shares outstanding, pcs 17,758,854 17,758,854 17,758,854
Dividend payout per share 0.23
*
0.22 0.21
Dividend payout per share of result, % 60.3%
*
63.9% 54.1%
*)
Board of Directors’ proposal
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 21Part of the Board of Directors’ report
Reconciliation of alternative performance measures
EUR thousand 2025 2024 2023
Net sales growth, %
Net sales 87,212 89,734 85,945
Net sales growth, % -2.8% 4.4% 2.3%
Constant currency net sales growth, %
Net sales 87,212 89,734 85,945
FX rate adjustment - 1,772 83
Constant currency net sales 87,212 91,506 86,029
Constant currency net sales growth, % -4.7% 4.3% 5.3%
Invoiced sales
Net sales 87,212 89,734 85,945
Discounts and bonuses 4,079 4,004 3,715
Other sales and refunds -1,647 -1,447 -1,672
Invoiced sales 89,644 92,291 87,989
Invoiced sales growth, % -2.9% 4.9% 2.6%
Gross Margin
Net sales 87,212 89,734 85,945
Cost of sales -62,203 -64,030 -61,625
Gross Margin 25,009 25,704 24,320
Gross Margin (%) 28.7% 28.6% 28.3%
EUR thousand 2025 2024 2023
EBITDA
Operating profit 9,782 9,833 10,750
Depreciation, amortisation, and impairment 4,888 4,423 4,142
EBITDA 14,670 14,257 14,892
EBITDA margin (%) 16.8% 15.9% 17.3%
EBITA
Operating profit 9,782 9,833 10,750
Amortisation and impairment - 12 113
EBITA 9,782 9,845 10,863
EBITA margin (%) 11.2% 11.0% 12.6%
Operating profit
Operating profit 9,782 9,833 10,750
Operating profit margin, % 11.2% 11.0% 12.5%
Items affecting comparability / adjustments (EBITDA)
Restructuring related expenses 41 182 -
Other items affecting comparability - - 55
Tax audit 2022 - 207 -
Items affecting comparability / adjustments (EBITDA) 41 389 55
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 22Part of the Board of Directors’ report
Reconciliation of alternative performance measures
EUR thousand 2025 2024 2023
Adjusted Gross Margin
Gross Margin 25,009 25,704 24,320
Adjusted Gross Margin 25,009 25,704 24,320
Adjusted Gross Margin (%) 28.7% 28.6% 28.3%
Adjusted EBITDA
Operating profit 9,782 9,833 10,750
Depreciation, amortisation and impairment 4,888 4,423 4,142
Adjustments (EBITDA) 41 389 55
Adj. EBITDA 14,711 14,645 14,947
Adj. EBITDA margin (%) 16.9% 16.3% 17.4%
Adjusted EBITA
Operating profit 9,782 9,833 10,750
Amortisation and impairment - 12 113
Adjustments (EBITA) 41 389 55
Adj. EBITA 9,823 10,234 10,918
Adj. EBITA margin (%) 11.3% 11.4% 12.7%
Adjusted operating profit
Operating profit 9,782 9,833 10,750
Adjustments 41 389 55
Adj. operating profit 9,823 10,222 10,805
Adj. operating profit margin (%) 11.3% 11.4% 12.6%
EUR thousand 2025 2024 2023
Earnings per share, basic (and diluted), EUR
Profit for the period 6,777 6,110 6,892
Average number of shares 17,759 17,759 17,759
Earnings per share, basic (and diluted), EUR 0.38 0.34 0.39
Operating free cash flows
Adj. EBITDA 14,711 14,645 14,947
Investments in tangible and intangible assets -2,659 -4,255 -2,594
Operating free cash flows 12,052 10,391 12,353
Cash conversion, %
Operating free cash flows 12,052 10,391 12,353
Adj. EBITDA 14,711 14,645 14,947
Cash conversion, % 81.9% 70.9% 82.6%
Net debt
Total interest-bearing liabilities 28,441 30,749 33,885
Cash and cash equivalents -11,817 -10,463 -11,568
Net debt 16,624 20,286 22,317
Net debt/ Adj. EBITDA
Net debt 16,624 20,286 22,317
Adj. EBITDA. 12 months 14,711 14,645 14,947
Net debt/ Adj. EBITDA 1.1x 1.4x 1.5x
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 23Part of the Board of Directors’ report
Reconciliation of alternative performance measures
EUR thousand 2025 2024 2023
Net working capital
Inventories 12,051 12,491 12,088
Trade and other receivables 16,024 17,960 17,866
Trade and other payables -15,203 -17,362 -15,687
Net working capital 12,872 13,090 14,266
Capital employed excluding goodwill
Total Equity 40,386 35,828 34,436
Net debt 16,624 20,286 22,317
Goodwill -22,718 -21,758 -22,292
Capital employed excluding goodwill 34,292 34,356 34,462
Return on capital employed (ROCE), %
Operating profit 9,782 9,833 10,750
Average capital employed excluding goodwill 34,324 34,409 33,975
Return on capital employed (ROCE), % 28.5% 28.6% 31.6%
Adjusted return on capital employed (ROCE), %
Adjusted operating profit 9,823 10,222 10,805
Average capital employed excluding goodwill 34,324 34,409 33,975
Adjusted return on capital employed (ROCE), % 28.6% 29.7% 31.8%
EUR thousand 2025 2024 2023
Equity ratio (%)
Total equity 40,386 35,828 34,436
Total assets 86,324 85,557 85,568
Equity ratio (%) 46.8% 41.9% 40.2%
Return on equity, %
Profit for the period 6,777 6,110 6,892
Total equity (average for the first and last day of the period) 38,107 35,132 32,074
Return on equity, % 17.8% 17.4% 21.5%
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 24Part of the Board of Directors’ report
Calculation of key figures
IFRS key figures
Earnings per share,
basic (and diluted)
= Profit for the period attributable to
the owners of the parent / Weighted
average number of shares outstanding
Alternative performance measures
Orthex presents alternative performance measures as additional
information to financial measures presented in the consolidated income
statement, consolidated balance sheet and consolidated statement
of cash flows prepared in accordance with IFRS. In Orthex’s view,
alternative performance measures provide significant additional
information on Orthex’s results of operations, financial position and cash
flows to management, investors, analysts, and other stakeholders.
Alternative performance measures should not be viewed in isolation
or as a substitute to the IFRS financial measures. All companies
do not calculate alternative performance measures in a uniform
way, and therefore Orthex’s alternative performance measures may
not be comparable with similarly named measures presented by
other companies.
Key figure Formula
Constant currency net sales growth, % Net sales growth calculated by using previous year’s revenue translated at average foreign exchange
rates for the current year
Invoiced sales Product sales to resale customers excluding off invoice discounts, customer bonuses and
cash discounts
Invoiced sales growth, % Increase in invoiced sales
Gross margin Net sales less Cost of sales
Gross margin, % Gross margin / Net sales
EBITDA Operating profit before depreciation, amortisation, and impairment
EBITDA margin, % EBITDA / Net sales
EBITA Operating profit before amortisation and impairment
EBITA margin, % EBITA / Net sales
Operating profit Operating profit
Operating profit margin, % Operating profit / Net sales
Items affecting comparability Material items outside ordinary course of business including restructuring costs, net gains, or losses
from sale of business operations or other non-current assets, strategic development projects, external
advisory costs related to capital reorganisation, impairment charges on non-current assets incurred
in connection with restructurings, compensation for damages and transaction costs related to
business acquisitions
Adjusted gross margin Gross margin excluding items affecting comparability
Adjusted gross margin, % Adjusted gross margin / Net sales
Adjusted EBITDA EBITDA excluding items affecting comparability
Adjusted EBITDA margin, % Adjusted EBITDA / Net sales
Adjusted EBITA EBITA excluding items affecting comparability
Adjusted EBITA margin, % Adjusted EBITA / Net sales
Adjusted operating profit Operating profit excluding items affecting comparability
Adjusted operating profit margin, % Adjusted operating profit / Net sales
Net cash flows from operating activities Net cash from operating activities as presented in the consolidated statement of cash flows
Operating free cash flows Adjusted EBITDA less investments in tangible and intangible assets
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 25Part of the Board of Directors’ report
Key figure Formula
Cash conversion, % Operating free cash flows / Adjusted EBITDA
Investments in tangible and intangible assets Investments in tangible and intangible assets as presented in the consolidated statement of
cash flows
Net debt Current and non-current interest-bearing liabilities less cash and cash equivalents
Net debt / adjusted EBITDA last 12 months Net debt / Adjusted EBITDA
Net working capital Inventories, trade, and other receivables less trade and other payables
Capital employed excluding goodwill Total equity and net debt and less goodwill
Return on capital employed (ROCE), % Operating profit / Average capital employed excluding goodwill
Adjusted return on capital employed (ROCE), % Adjusted operating profit / Average capital employed excluding goodwill
Equity ratio, % Total equity / Total assets
Return on equity, % Result for the period / Total equity (average for the first and last day of the period)
Share-related key figures
Equity per share, EUR Total equity attributable to the equity holders of the parent / Number of outstanding shares at the end
of the financial year
Effective dividend yield, % Dividend/share / Price of share at the end of the accounting period
Price per earnings, EUR Closing price of share at the end of the financial year / Earnings per share
Market value of shares at the end of period Number of shares at the end of accounting period x Price of the share at the end of accounting period
Dividend payout per share of result, % (Dividend/share) / Earnings per share
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 27Part of the financial statements
Consolidated Financial Statements, IFRS
Consolidated income statement
EUR thousand Note Jan 1 - Dec 31 2025 Jan 1 - Dec 31 2024
Net sales 2 87,212 89,734
Cost of sales -62,203 -64,030
Gross margin 25,009 25,704
Other operating income 3 97 19
Selling and marketing expenses -9,834 -9,982
Administrative expenses -5,489 -5,907
Operating profit 9,782 9,833
Financial income and expenses 6 -1,186 -2,066
Profit before taxes 8,596 7,768
Income taxes 7 -1,819 -1,658
Profit for the period 6,777 6,110
Profit for the period attributable to:
Equity holders of the parent 6,777 6,110
Earnings per share for profit
attributable to the equity holders of the parent:
Earnings per share, basic (and diluted), EUR 0.38 0.34
Consolidated statement of comprehensive income
EUR thousand Note Jan 1 - Dec 31 2025 Jan 1 - Dec 31 2024
Profit for the period 6,777 6,110
Other comprehensive income
Items that may be reclassified subsequently to
profit or loss:
Translation differences 1,636 -948
Items that will not be reclassified to profit or loss:
Remeasurement gains (+) / losses (-) from defined
benefit plans 5 52 -40
Other comprehensive income for the period, net of tax 1,688 -988
Total comprehensive income for the period 8,465 5,121
Total comprehensive income attributable to:
Equity holders of the parent 8,465 5,121
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 28Part of the financial statements
Consolidated statement of financial position
EUR thousand Note 31 Dec 2025 31 Dec 2024
Assets
Non-current assets
Intangible assets 8 22,718 21,759
Property, plant and equipment 9 15,058 15,125
Right-of-use assets 10 7,113 6,746
Other non-current assets 105 104
Deferred tax assets 7 665 701
Total non-current assets 45,659 44,435
Current assets
Inventories 13 12,051 12,491
Trade and other receivables 14 16,024 17,960
Derivative financial instruments 11 - 6
Income tax receivables 773 202
Cash and cash equivalents 11 11,817 10,463
Total current assets 40,665 41,123
Total assets 86,324 85,557
EUR thousand Note 31 Dec 2025 31 Dec 2024
Equity and liabilities
Equity attributable to the equity holders of the parent company
Share capital 80 80
Invested unrestricted equity fund 7,851 7,851
Retained earnings 32,203 29,281
Translation differences 253 -1,384
Total equity 11 40,386 35,828
Non-current liabilities
Loans from credit institutions 11 13,401 16,391
Lease liabilities 10,11 6,211 6,242
Pension liabilities 5,11 3,907 3,644
Deferred tax liabilities 7 718 782
Total non-current liabilities 24,236 27,058
Current liabilities
Loans from credit institutions 11 3,000 3,000
Lease liabilities 10,11 1,923 1,473
Trade and other payables 15 15,203 17,362
Derivative financial instruments 11 25 52
Income tax liabilities 1,551 783
Total current liabilities 21,701 22,670
Total liabilities 45,938 49,729
Total equity and liabilities 86,324 85,557
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 29Part of the financial statements
Consolidated statement of changes in equity
Equity attributable to the equity holders of the parent company
EUR thousand Share capital
Invested unrestricted
equity fund Retained earnings
Translation
differences Total equity
1 Jan 2025 80 7,851 29,281 -1,384 35,828
Profit for the period 6,777 6,777
Translation differences 1,636 1,636
Remeasurement gains (+) / losses (-) from defined benefit plans 52 52
Total comprehensive income for the period 6,829 1,636 8,465
Transactions with owners:
Dividends paid -3,907 -3,907
31 Dec 2025 80 7,851 32,203 253 40,386
1 Jan 2024 80 7,851 26,941 -436 34,436
Profit for the period 6,110 6,110
Translation differences -948 -948
Remeasurement gains (+) / losses (-) from defined benefit plans -40 -40
Total comprehensive income for the period 6,069 -948 5,121
Transactions with owners:
Dividends paid -3,729 -3,729
31 Dec 2024 80 7,851 29,281 -1,384 35,828
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 30Part of the financial statements
Consolidated statement of cash flows
EUR thousand Note 1 Jan - 31 Dec 2025 1 Jan - 31 Dec 2024
Cash flows from operating activities
Profit before taxes 8,596 7,768
Adjustments:
Depreciation, amortisation and impairment 4 4,888 4,423
Financial income and expenses 6 1,186 2,066
Other adjustments 755 -269
Cash flows before changes in working capital 15,425 13,988
Changes in working capital
Decrease (+) / increase (–) in trade and other receivables 1,941 -97
Decrease (+) / increase (–) in inventories 440 -404
Decrease (–) / increase (+) in trade and other payables -2,562 1,915
Cash flows from operating activities before financial
items and taxes 15,245 15,402
Interests paid -1,255 -1,781
Income taxes paid -1,652 -1,815
Net cash flows from operating activities 12,338 11,805
Cash flows from investing activities
Investments in tangible and intangible assets -2,659 -4,255
Net cash flows from investing activities -2,659 -4,255
EUR thousand Note 1 Jan - 31 Dec 2025 1 Jan - 31 Dec 2024
Cash flows from financing activities
Repayment of lease liabilities 10 -1,695 -1,601
Repayment of short-term borrowings 11 -3,000 -3,000
Dividends paid 16 -3,907 -3,729
Net cash flows from financing activities -8,602 -8,330
Net change in cash and cash equivalents 1,076 -779
Net foreign exchange differences 11 278 -326
Cash and cash equivalents at 1 January 10,463 11,568
Cash and cash equivalents at 31 December 11,817 10,463
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 31Part of the financial statements
Notes to the consolidated
financial statements
1. Accounting principles for
the consolidated financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 32Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 33Part of the financial statements
Information about subsidiaries
The consolidated financial statements of the Group include:
Climate related issues
Climate commitments are part of Orthex’s sustainability strategy.
Orthex constantly strives to minimize its impact on the environment and
climate. The products we manufacture are of high quality and made to
last for years or even decades. Even after a product has worn out, it can
be recycled, and the material reused for another purpose. The progress
in the sustainability work is part of the CEO’s and the Management
Team’s incentive plan (more information in Note 5, in the Remuneration
report 2025, and on the corporate website).
Climate change brings both business risks and opportunities to Orthex.
Unfavourable changes in environmental laws or other related legislation,
as well as factors related to product safety and employee health and
safety may cause financial losses.
In the consolidated financial statements, climate-related matters may
affect, for example, goodwill, as profitability, growth and the discount
rate are defined as the key variables for impairment testing. The Group
has assessed and identified climate-related risks in connection with
the strategy-based profitability figures together with other variables
affecting the business (more information in Note 8).
The Group has an external loan of EUR 16.5 million and the terms and
conditions of the financial loan have sustainability-related measures
related to energy consumption in production and waste percentage in
production (more information in Note 11).
Orthex’s strategy together with the adaptability and resilience related to
climate change also creates opportunities by promoting the transition
to a low-carbon economy. The Group’s strategy has been influenced by
the opportunities related to recycled and renewable products. The global
climate targets and increase in related regulations may increase sales of
Orthex’s environmentally-friendly products.
More information on climate-related matters is presented in
the sustainability section of the Group’s annual and sustainability report.
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 34Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 35Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 36Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 37Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 38Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 39Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 40Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 41Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 42Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 43Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 44Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 45Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 46Part of the financial statements
11. Financial assets and financial
liabilities
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 47Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 48Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 49Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 50Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 51Part of the financial statements
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
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ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
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ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
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ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
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ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
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ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
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Parent company financial statements, FAS
Parent company income statement
EUR Note 1 Jan - 31 Dec 2025 1 Jan - 31 Dec 2024
Net sales 2 840,000.00 840,000.00
Administrative expenses -1,161,697.18 -1,439,364.36
Operating profit -321,697.18 -599,364.36
Interest income from group companies 678,960.37 671,710.16
Dividends received from group companies 4,000,000.00 4,000,000.00
Other interest and financial income from others 2,026.61 -
Interest and financial expenses to others -826,160.64 -1,222,795.35
Financial income and expenses 5 3,854,826.34 3,448,914.81
Profit (loss) before appropriations and taxes 3,533,129.16 2,849,550.45
Appropriations
Group contribution 6 3,400,000.00 3,500,000.00
Income taxes 7 -513,018.79 -403,260.63
Profit (loss) for the period 6,420,110.37 5,946,289.82
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Parent company balance sheet
EUR Note 31 Dec 2025 31 Dec 2024
ASSETS
NON-CURRENT ASSETS
Investments
Holdings in subsidiaries 8 25,295,133.29 25,295,133.29
Receivables from subsidiaries 8 11,717,157.59 11,638,197.22
Investments total 37,012,290.88 36,933,330.51
NON-CURRENT ASSETS TOTAL 37,012,290.88 36,933,330.51
CURRENT ASSETS
Short-term receivables
Income tax receivables - 12,815.89
Receivables from subsidiaries 9 3,400,000.00 3,900,000.00
Prepayments and accrued income 10 26,107.95 70,397.70
Short-term receivables total 3,426,107.95 3,983,213.59
Cash and cash equivalents 196,107.92 179,594.17
CURRENT ASSETS TOTAL 3,622,215.87 4,162,807.76
ASSETS TOTAL 40,634,506.75 41,096,138.27
EUR Note 31 Dec 2025 31 Dec 2024
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Share capital 80,000.00 80,000.00
Invested unrestricted equity fund 8,430,263.84 8,430,263.84
Retained earnings 8,867,406.02 6,828,064.08
Profit (loss) for the period 6,420,110.37 5,946,289.82
SHAREHOLDERS' EQUITY TOTAL 11 23,797,780.23 21,284,617.74
LIABILITIES
Long-term liabilities
Loans from credit institutions 12 13,500,000.00 16,500,000.00
Long-term liabilities total 13,500,000.00 16,500,000.00
Short-term liabilities
Loans from credit institutions 12 3,000,000.00 3,000,000.00
Income tax liabilities 94,861.12 -
Trade payables 36,298.68 10,255.78
Other payables 49,487.00 48,574.77
Accruals and deferred income 13 156,079.72 252,689.98
Short-term liabilities total 3,336,726.52 3,311,520.53
LIABILITIES TOTAL 16,836,726.52 19,811,520.53
SHAREHOLDERS' EQUITY AND LIABILITIES TOTAL 40,634,506.75 41,096,138.27
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Parent company cash flow statement
EUR Note 1 Jan - 31 Dec 2025 1 Jan - 31 Dec 2024
Cash flows from operating activities
Profit before appropriations and tax 3,533,129.16 2,849,550.45
Adjustments:
Financial income and expenses 5 -3,854,826.34 -3,448,914.81
Cash flows before changes in working capital -321,697.18 -599,364.36
Changes in working capital
Decrease (+) / increase (–) in trade and other receivables 631,999.64 588,362.57
Decrease (–) / increase (+) in trade and other payables -69,655.13 -69,232.11
Cash flows from operating activities before financial
items and taxes 240,647.33 -80,233.90
Interests and other financing expenses paid -811,843.92 -1,233,980.42
Dividends received 4,400,000.00 5,494,941.67
Income taxes paid -405,341.78 -820,534.83
Net cash flows from operating activities 3,423,461.63 3,360,192.52
Cash flows from investing activities
Net cash flows from investing activities - -
EUR Note 1 Jan - 31 Dec 2025 1 Jan - 31 Dec 2024
Cash flows from financing activities
Dividend distribution -3,906,947.88 -3,729,359.34
Repayment of short-term loans -3,000,000.00 -3,000,000.00
Group contributions received 3,500,000.00 3,400,000.00
Net cash flows from financing activities -3,406,947.88 -3,329,359.34
Net change in cash and cash equivalents 16,513.75 30,833.18
Cash and cash equivalents at 1 January 179,594.17 148,760.99
Cash and cash equivalents at 31 December 196,107.92 179,594.17
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Notes to
the parent company
financial statements
1. Parent company accounting principles
The financial statements of Orthex Corporation have been prepared in
accordance with the Finnish Accounting Act and Ordinance and other
statutes regulating the preparation of financial statements (Finnish
Accounting Standards, FAS). The financial statements are presented
in euros.
The preparation of financial statements in conformity with regulations
in force and generally accepted accounting principles requires
management to make estimates and assumptions that affect
the valuation of assets and liabilities and reported amounts of revenues
and expenses. Actual results could differ from those estimates.
Transactions in foreign currencies
Transactions in foreign currencies are recorded at the rates of exchange
prevailing at the date of the transaction. At the end of the reporting
period, balances in foreign currencies are translated using the exchange
rate prevailing at the end of the reporting period.
Income taxes
Income taxes consist of the aggregate current tax expense based on
the Finnish tax rules and adjustments to prior year taxes. The parent
company does not account for deferred taxes as a stand-alone entity.
Receivables
Receivables are valued at the lower of book value and recoverable value.
Derivatives
Orthex Corporation has interest rate derivatives. Hedge accounting is
not applied to interest rate derivatives to the extent that the derivatives
protect the parent company’s interest rate risk. The fair values of
the derivatives are recorded in the balance sheet and changes in the fair
value are recorded in the financial items of the income statement.
The realized profit or loss of interest rate swaps hedging variable
rate loans is presented in the income statement in financial items.
The fair values of interest rate swaps are determined using a method
based on the present value of future cash flows, which is supported
by market interest rates at the end of the reporting period and other
market information.
Appropriations
Appropriations in the parent company balance sheet consist of received
group contributions.
2. Net sales
Net sales
EUR 2025 2024
Administration services 840,000.00 840,000.00
3. Personnel costs and number of
employees
Personnel costs, book value
EUR 2025 2024
Wages and salaries 703,578.51 721,925.93
Pension costs 103,585.59 123,066.89
Other personnel costs 4,943.83 20,712.48
Total 812,107.93 865,705.30
CEO and Board remuneration, book value
EUR 2025 2024
CEO 483,029.54 569,216.00
Board of Directors 146,000.00 140,000.00
Number of employees
Average (FTE) 2025 2024
Employees 2 2
Total 2 2
The CEO and the CFO of Orthex Group work in Orthex Corporation.
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4. Fees paid to company’s auditors
EUR 2025 2024
Audit fees 110,311.00 134,088.00
Total 110,311.00 134,088.00
5. Financial income and expenses
EUR 2025 2024
Interest and financial income from
group companies 678,960.37 671,710.16
Dividends received from
group companies 4,000,000.00 4,000,000.00
Other interest and financial income
from others 2,026.61 -
Total financial income 4,680,986.98 4,671,710.16
Interest and financial expenses to others -826,160.64 -1,222,795.35
Total financial expenses -826,160.64 -1,222,795.35
Total financial income and expenses 3,854,826.34 3,448,914.81
6. Appropriations
EUR 2025 2024
Group contribution received 3,400,000.00 3,500,000.00
Total 3,400,000.00 3,500,000.00
7. Income taxes
EUR 2025 2024
Current year taxes -515,656.41 -395,184.10
Taxes from previous years 2,637.62 -8,076.53
Total -513,018.79 -403,260.63
8. Investments
EUR
Holdings in
subsidiaries
Receivables from
subsidiaries Total
Acquisition cost
Balance at 1 Jan 2024 25,295,133.29 11,166,487.06 36,461,620.35
Additions - 471,710.16 471,710.16
Balance at 31 Dec 2024 25,295,133.29 11,638,197.22 36,933,330.51
Additions - 78,960.37 78,960.37
Balance at 31 Dec 2025 25,295,133.29 11,717,157.59 37,012,290.88
Shares in subsidiaries
Number of shares Domicile % of share capital Book value, EUR
Oy Orthex Finland Ab 135,170 Helsinki 100 25,295,133.29
Total, 31 Dec 2024 25,295,133.29
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9. Receivables from subsidiaries
EUR 2025 2024
Other receivables 3,400,000.00 3,900,000.00
Total 3,400,000.00 3,900,000.00
10. Prepayments and accrued income
EUR 2025 2024
Value added taxes related to the
tax audit - 59,013.39
Other items 26,107.95 11,384.31
Total 26,107.95 70,397.70
11. Shareholders’ equity
EUR 2025 2024
Share capital, 1 Jan 80,000.00 80,000.00
Share capital, 31 Dec 80,000.00 80,000.00
Invested unrestricted equity fund, 1 Jan 8,430,263.84 8,430,263.84
Invested unrestricted equity fund, 31 Dec 8,430,263.84 8,430,263.84
Retained earnings, 1 Jan 12,774,353.90 10,557,423.42
Dividend distribution -3,906,947.88 -3,729,359.34
Retained earnings, 31 Dec 8,867,406.02 6,828,064.08
Profit (loss) for the period 6,420,110.37 5,946,289.82
Distributable earnings, 31 Dec 23,717,780.23 21,204,617.74
Shareholders' equity total, 31 Dec 23,797,780.23 21,284,617.74
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12. Long-term liabilities
EUR 31 Dec 2025 31 Dec 2024
Loans from credit institutions:
Payable in the next 12 months 3,000,000.00 3,000,000.00
Payable between one and five years 13,500,000.00 16,500,000.00
13. Accruals and deferred income
EUR 31 Dec 2025 31 Dec 2024
Wages, salaries and social costs 156,079.72 170,498.43
Derivatives - 52,418.00
Other - 29,773.55
Total 156,079.72 252,689.98
14. Leasing contracts
EUR 31 Dec 2025 31 Dec 2024
Next year 19,658.16 21,350.95
Later 37,623.53 57,281.49
Total 57,281.69 78,632.44
15. Contingencies and pledged assets
EUR 31 Dec 2025 31 Dec 2024
Pledges given on behalf of Group
companies:
Enterprise mortgages 48,100,000.00 48,100,000.00
Property mortgages 10,192,329.66 10,192,329.66
Other guarantees 39,514.43 -
Total 58,331,844.09 58,292,329.66
The company has a credit limit of EUR 7,000,000.00, of which
EUR 1,000,000.00 has been allocated to Oy Orthex Finland Ab and
EUR 896,850.00 to Orthex Sweden AB.
Tax audit 2022
In 2022, Orthex Corporation was subject to a tax audit regarding
the financial years 2020 and 2021. The tax audit report included
subsequent taxes and tax increases amounting to a total of EUR
0.3 million relating to the VAT deductibility of IPO related costs.
The company disagreed with the interpretation made in the tax audit
and filed a claim for adjustment to its taxation with the Assessment
Adjustment Board of the Finnish tax authority. However, the company
was requested to pay additional taxes in accordance with
the interpretations set out in the tax audit report and the company paid
the subsequent taxes and tax increases in June 2022. Orthex did not
recognise the subsequent taxes and tax increases in the consolidated
statement of comprehensive income. The Assessment Adjustment
Board issued its decision on the company’s claim for adjustment in
February 2025 and the company’s claim was partly approved. As
a result of the decision, EUR 0.2 million was recognised as items
affecting comparability under fixed costs in the 2024 financial
statements of Orthex Corporation.
16. Company shares
The company has 17,758,854 shares. The company’s share capital is
EUR 80,000.00. Each share entitles its holder to one vote at the Annual
General Meeting.
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Signatures of the Board of Directors’ report and financial statements
Espoo, 4 March 2026
Sanna Suvanto-Harsaae, Chair of the Board of Directors Markus Hellström Jyrki Mäki-Kala
Anette Rosengren Tuomas Yrjölä Alexander Rosenlew, CEO
Auditor’s Note
Our auditor’s report has been issued today.
Espoo, 4 March 2026
Ernst & Young Oy
Authorised Public Accountant Firm
Mikko Rytilahti
Authorised Public Accountant
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Auditor’s report
(Translation of the Finnish original)
To the Annual General Meeting of Orthex Oyj
Report on the Audit
of the Financial Statements
Opinion
We have audited the financial statements of Orthex Oyj (business
identity code 2727990-2) for the year ended 31 December 2025.
The financial statements comprise the consolidated balance sheet,
income statement, statement of comprehensive income, statement of
changes in equity, statement of cash flows and notes, including material
accounting policy information, as well as the parent company’s balance
sheet, income statement, statement of cash flows and notes.
In our opinion
• the consolidated financial statements give a true and fair view of
the group’s financial position, financial performance and cash flows in
accordance with IFRS Accounting Standards as adopted by the EU.
• the financial statements give a true and fair view of the parent
company’s financial performance and financial position in accordance
with the laws and regulations governing the preparation of financial
statements in Finland and comply with statutory requirements.
Our opinion is consistent with the additional report submitted to
the Board of Directors.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in
Finland. Our responsibilities under good auditing practice are further
described in the Auditor’s Responsibilities for the Audit of the Financial
Statements section of our report.
We are independent of the parent company and of the group companies
in accordance with the ethical requirements that are applicable in
Finland and are relevant to our audit, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
In our best knowledge and understanding, the non-audit services that
we have provided to the parent company and group companies are in
compliance with laws and regulations applicable in Finland regarding
these services, and we have not provided any prohibited non-audit
services referred to in Article 5(1) of regulation (EU) 537/2014. The non-
audit services that we have provided have been disclosed in note 4 to
the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment,
were of most significance in our audit of the financial statements of
the current period. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
We have fulfilled the responsibilities described in the Auditor’s
Responsibilities for the Audit of the Financial Statements section
of our report, including in relation to these matters. Accordingly, our
audit included the performance of procedures designed to respond to
our assessment of the risks of material misstatement of the financial
statements. The results of our audit procedures, including the procedures
performed to address the matters below, provide the basis for our audit
opinion on the accompanying financial statements.
We have also addressed the risk of management override of internal
controls. This includes consideration of whether there was evidence
of management bias that represented a risk of material misstatement
due to fraud.
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Key Audit Matter How our audit addressed the Key Audit Matter
Valuation of goodwill
We refer to note 8 to the consolidated financial statements.
The value of goodwill at the date of the financial statements amounted to 22.7 million euros, representing 26.6%
of the group’s total assets and 56.3% of the group’s equity.
Valuation of goodwill is based on management’s estimates about the value-in-use calculations of the group’s cash
generating units.
There are a number of underlying assumptions used to determine the value-in-use of a cash generating unit,
including the development of revenue and profitability and the discount rate applied to cash flows estimates.
The results of value-in-use calculations may vary significantly when the underlying assumptions are changed.
Changes in the above-mentioned individual assumptions may result in an impairment of goodwill.
Valuation of goodwill was a key audit matter because the assessment process requires significant management
judgements and forecasts to be made, because it is based on assumptions related to market and economic
conditions extending far into the future and because the amount of goodwill is material to the consolidated
financial statements.
This matter was also a significant risk of material misstatement as defined by EU Regulation No 537/2014, point
(c) of Article 10(2).
Our audit procedures to address the risk of material misstatement regarding valuation of goodwill included
among others:
• involving our valuation specialists to assist us in assessing the appropriateness of the methodologies,
impairment calculations and underlying assumptions applied by management in the impairment testing;
• testing the mathematical accuracy of the impairment calculations;
• comparing the key assumptions applied by management in the impairment testing to approved budgets and
forecasts, information available in external sources and our independently calculated industry averages such as
for the weighted average cost of capital used in discounting cash flows;
• comparing the outcome of the impairment test to the market capitalization of Orthex Oyj; and
• comparing the principles applied by management in the impairment testing to the requirements set out in the
standard IAS 36 Impairment of Assets.
We also assessed the appropriateness of the disclosures regarding impairment testing made in the notes to the
consolidated financial statements.
Revenue recognition
We refer to note 2 to the consolidated financial statements.
According to the accounting policy presented in the consolidated financial statements, revenue from the sales
of goods is recognized at the point in time when control of the goods is transferred to the customer. Cash
and volume discounts granted to customers are taken into account when determining the amount of revenue
recognized.
The revenue of Orthex Group is mainly generated from sales of household products to retailers.
There are multiple varying contractual terms across the group’s markets regarding the above-mentioned discounts
which could lead to misstatement of revenue, either due to fraud or error. The group focuses on revenue as a key
performance measure which could create an incentive for revenue to be recognized prematurely. Due to these
circumstances, revenue recognition was determined to be a key audit matter.
This matter was also a significant risk of material misstatement as defined by EU Regulation No 537/2014,
point (c) of Article 10(2).
Our audit procedures to address the risk of material misstatement regarding revenue recognition included
among others:
• assessing the compliance of the group’s accounting policies over revenue recognition, including those related to
discounts, with the applicable accounting standards;
• analyzing a sample of contracts with customers and comparing the terms determined in them to the terms used
in the group’s calculations regarding discounts;
• testing the mathematical accuracy of the group’s calculations of discounts and assessing the adequacy of
liabilities recognized based on those calculations;
• testing the accuracy of revenue recognition by performing both analytical procedures and tests of details on a
transaction level before and after the date of the financial statements; and
• analyzing the timing of revenue recognition based on delivery lead times.
We also assessed the appropriateness of the disclosures regarding revenue recognition made in the notes to the
consolidated financial statements.
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Key Audit Matter How our audit addressed the Key Audit Matter
Valuation of inventories
We refer to note 13 to the consolidated financial statements.
The value of inventories at the date of the financial statements amounted to 12.1 million euros, representing
14.1% of the group’s total assets and 29.8% of the group’s equity.
Inventories are valued at the lower of cost or net realizable value. Inventories are presented net of an impairment
loss allowance recognized for slow-moving or obsolete inventories or for inventories that have an otherwise lower
net realizable value than cost.
Valuation of inventories was a key audit matter because the carrying value of inventories is material to the
consolidated financial statements and because valuation of inventories involves management’s judgment and
estimates in order to determine the amount of slow-moving or obsolete inventories as well as the net realizable
value of inventories.
Our audit procedures included among others:
• assessing the group’s accounting policies over inventory valuation and comparing them to the applicable
accounting standards;
• comparing unit values of selected inventory items to sales prices;
• testing exceptional inventory values using data analysis;
• assessing the assumptions applied and the calculations prepared by management regarding slow-moving or
obsolete inventories and the expected demand and net realizable value of inventory items; and
• testing the mathematical accuracy of the impairment loss allowance calculations prepared by management and
assessing the adequacy of the allowances recognized.
We also assessed the appropriateness of the disclosures regarding valuation of inventories made in the notes to
the consolidated financial statements.
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Responsibilities of the Board of Directors
and the Managing Director for the Financial
Statements
The Board of Directors and the Managing Director are responsible for
the preparation of consolidated financial statements that give a true
and fair view in accordance with IFRS Accounting Standards as adopted
by the EU, and of financial statements that give a true and fair view in
accordance with the laws and regulations governing the preparation of
financial statements in Finland and comply with statutory requirements.
The Board of Directors and the Managing Director are also responsible
for such internal control as they determine is necessary to enable
the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and
the Managing Director are responsible for assessing the parent
company’s and the group’s ability to continue as going concern,
disclosing, as applicable, matters relating to going concern and using
the going concern basis of accounting. The financial statements are
prepared using the going concern basis of accounting unless there
is an intention to liquidate the parent company or the group or cease
operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of
the Financial Statements
Our objectives are to obtain reasonable assurance on whether
the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance
with good auditing practice will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could reasonably
be expected to influence the economic decisions of users taken on
the basis of the financial statements.
As part of an audit in accordance with good auditing practice, we
exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial
statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of
internal control.
• Obtain an understanding of internal control relevant to the audit in order
to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of
the parent company’s or the group’s internal control.
• Evaluate the appropriateness of accounting policies used and
the reasonableness of accounting estimates and related disclosures
made by management.
• Conclude on the appropriateness of the Board of Directors’ and
the Managing Director’s use of the going concern basis of accounting
and based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast
significant doubt on the parent company’s or the group’s ability
to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the parent
company or the group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of
the financial statements, including the disclosures, and whether
the financial statements represent the underlying transactions and
events so that the financial statements give a true and fair view.
• Plan and perform the group audit to obtain sufficient appropriate audit
evidence regarding the financial information of the entities or business
units within the group as a basis for forming an opinion on the group
financial statements. We are responsible for the direction, supervision
and review of the audit work performed for purposes of the group
audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
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We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements regarding
independence, and communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence,
and where applicable, related safeguards.
From the matters communicated with those charged with governance,
we determine those matters that were of most significance in the audit
of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor’s report
unless law or regulation precludes public disclosure about the matter
or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh
the public interest benefits of such communication.
Other Reporting Requirements
Information on our audit engagement
We were first appointed as auditors by the Annual General Meeting
on May 7, 2009 and our appointment represents a total period of
uninterrupted engagement of 17 years. Orthex Oyj has been a public
interest entity since March 25, 2021.
Other information
The Board of Directors and the Managing Director are responsible for
the other information. The other information comprises the report of
the Board of Directors and the information included in the Annual Report,
but does not include the financial statements and our auditor’s report
thereon. We have obtained the report of the Board of Directors prior to
the date of this auditor’s report, and the Annual Report is expected to be
made available to us after that date.
Our opinion on the financial statements does not cover the other
information.
In connection with our audit of the financial statements, our
responsibility is to read the other information identified above and,
in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained in
the audit, or otherwise appears to be materially misstated. With respect
to report of the Board of Directors, our responsibility also includes
considering whether the report of the Board of Directors has been
prepared in compliance with the applicable provisions.
In our opinion, the information in the report of the Board of Directors
is consistent with the information in the financial statements and
the report of the Board of Directors has been prepared in compliance
with the applicable provisions.
If, based on the work we have performed on the other information
that we obtained prior to the date of this auditor’s report, we conclude
that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Espoo 4.3.2026
Ernst & Young Oy
Authorized Public Accountant Firm
Mikko Rytilahti
Authorized Public Accountant
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 73
Independent Auditor’s
Report on the ESEF
Consolidated Financial
Statements of Orthex Oyj
(Translation of the Finnish original)
To the Board of Directors of Orthex Oyj
We have performed a reasonable assurance engagement on
the financial statements 7437008RMK8BSWN39T09-2025-12-31-1-fi.
zip of Orthex Oyj (y-identifier: 2727990-2) that have been prepared in
accordance with the Commission’s regulatory technical standard for
the financial year ended 31.12.2025.
Responsibilities of the Board of Directors and
the Managing Director
The Board of Directors and the Managing Director are responsible
for the preparation of the company’s report of Board of Directors and
financial statements (the ESEF financial statements) in such a way
that they comply with the requirements of the Commission’s regulatory
technical standard. This responsibility includes:
• preparing the ESEF financial statements in XHTML format in
accordance with Article 3 of the Commission’s regulatory technical
standard
• tagging the primary financial statements, notes and company’s
identification data in the consolidated financial statements that
are included in the ESEF financial statements with iXBRL tags in
accordance with Article 4 of the Commission’s regulatory technical
standard and
• ensuring the consistency between the ESEF financial statements and
the audited financial statements.
The Board of Directors and the Managing Director are also responsible
for such internal control as they determine is necessary to enable
the preparation of ESEF financial statements in accordance with
the requirements of the Commission’s regulatory technical standard.
Auditor’s Independence and Quality Management
We are independent of the company in accordance with the ethical
requirements that are applicable in Finland and are relevant to
the engagement we have performed, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
The firm applies International Standard on Quality Management (ISQM)
1, which requires the firm to design, implement and operate a system
of quality management including policies or procedures regarding
compliance with ethical requirements, professional standards and
applicable legal and regulatory requirements.
Auditor’s Responsibilities
Our responsibility is to, in accordance with Chapter 7, Section
8 of the Securities Markets Act, provide assurance on
the financial statements that have been prepared in accordance
with the Commission’s technical regulatory standard. We express
an opinion on whether the consolidated financial statements that are
included in the ESEF financial statements have been tagged, in all
material respects, in accordance with the requirements of Article 4 of
the Commission’s regulatory technical standard.
Our responsibility is to indicate in our opinion to what extent
the assurance has been provided. We conducted a reasonable assurance
engagement in accordance with International Standard on Assurance
Engagements (ISAE) 3000.
The engagement includes procedures to obtain evidence on:
• whether the primary financial statements in the consolidated financial
statements that are included in the ESEF financial statements have
been tagged, in all material respects, with iXBRL tags in accordance
with the requirements of Article 4 of the Commission’s regulatory
technical standard and
• whether the notes and company’s identification data in
the consolidated financial statements that are included in the ESEF
financial statements have been tagged, in all material respects,
with iXBRL tags in accordance with the requirements of Article 4 of
the Commission’s regulatory technical standard and
• whether there is consistency between the ESEF financial statements
and the audited financial statements.
The nature, timing and extent of the selected procedures depend on
the auditor’s judgement. This includes an assessment of the risk of
material deviations due to fraud or error from the requirements of
the Commission’s technical regulatory standard.
We believe that the evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
Annual and Sustainability Report 2025 74
Opinion
Our opinion pursuant to Chapter 7, Section 8 of the Securities
Markets Act is that the primary financial statements, notes and
company’s identification data in the consolidated financial statements
that are included in the ESEF financial statements of Orthex Oyj
7437008RMK8BSWN39T09-2025-12-31-1-fi.zip for the financial
year ended 31.12.2025 have been tagged, in all material respects, in
accordance with the requirements of the Commission’s regulatory
technical standard.
Our opinion on the audit of the consolidated financial statements of
Orthex Oyj for the financial year ended 31.12.2025 has been expressed
in our auditor’s report dated 16.03.2026. With this report we do not
express an opinion on the audit of the consolidated financial statements
nor express another assurance conclusion.
Helsinki 16.03.2026
Ernst & Young Oy
Authorized Public Accountant Firm
Mikko Rytilahti
Authorized Public Accountant
ANNUAL REVIEW SUSTAINABILITY GOVERNANCE FINANCIAL REVIEW
