The Company is headed by the Board of Directors and by the President and Chief Executive Officer. In his absence, the Deputy CEO substitutes for the President and CEO. The President and CEO works with a Group Management team appointed by the Board of Directors.
The Board of Directors consists of the Chairman and six members as well as three deputy members. The Chairman, members and deputy members are elected by the Annual General Meeting for the period until the end of the next Annual General Meeting. In case the Chairman or a member of the Board will be absent, he or she has the primary responsibility for nominating the deputy who will be summoned in his/her place. The Articles of Association has not established any special system for the appointment of Board members. The Board has not appointed any committees.
The Board has not appointed an audit committee. Instead, all information related to audits is dealt with directly by the Board.
A person who is elected to the Board must be sufficiently competent for the task and have sufficient time to handle it. A Board member or candidate must provide the Board with enough information to assess his or her competency and independence, as well as any changes in this information.
Board members represent all shareholders, not only those shareholders who have nominated them.
The Annual General Meeting on April 20, 2016 elected the following Board of Directors:
Ben Lundqvist, chairman of the Board
Lars G Nordström
The deputy members of the Board are:
The Board of Directors is in charge of the administration of the Company's affairs. It leads and monitors the Company's operative management, appoints and removes the President and CEO and the other members of Group Management, approves the Company's strategic goals and risk management principles and ensures that the management system is functioning. The Board establishes the Company's values, which are observed in its operations.
At its statutory meeting after the Annual General Meeting, the Board of Directors adopts rules of procedure for the financial year. These rules of procedure shall contain information about indicative dates for:
In addition, as appropriate, the Board deals with:
At each Board meeting, the President and CEO provides information about the Company's operations. In addition, the Board continuously receives information in the form of regular reports and the minutes of Group Management meetings. The Company's Deputy CEO serves as secretary of the Board.
During the financial year 2015, the Board held 11 meetings. Board members' average attendance at meetings was 93.5 per cent.
Fees adopted by the Annual General Meeting are paid as compensation for the work of the Board. Reasonable travel expenses are paid as invoiced. The following fees were paid in compliance with the decision of the Annual General Meeting: