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The Board of Directors has the overall responsibility for the company’s organisation and management. The responsibility is carried out through, for instance, regular monitoring of the business, ensuring an appropriate organisation, management, guidelines and internal control. The Board approves strategies and targets, and decides on major investments, acquisitions and the divestments of operations.
In accordance with the decision of the AGM, the Board of Directors shall comprise 9 members elected by the AGM with no deputies. In addition, the Board of Directors shall include three members and three deputies appointed by the employees.
The task of the Audit Committee is, without otherwise affecting the Board’s duties and tasks, to monitor the company’s financial reporting and leave recommendations and proposals to ensure the reliability of the reports. Regarding the financial reporting, the committee monitors the efficiency of the company’s internal control, internal audit and risk management. The Audit Committee keeps itself continuously informed on the audit of the Annual Report and the consolidated financial statement and, when applicable, on the conclusions of the Swedish Inspectorate of Auditor’s quality control of the external auditor. The committee receives and processes the report on performed audit complementary to the auditor’s report which the auditor submits pursuant to the European Union’s Audit Regulation No 537/2014. The Audit Committee informs the Board on its observations and of the result of the audit. The Audit Committee also reviews and monitors the auditor’s impartiality and independence. In this regard, it is particularly noted whether the auditor provides the company with other services than auditing. The committee also evaluates the auditor’s work and submits recommendations to the company’s Nomination Committee regarding the appointment of auditor for the forthcoming term of office.
The members of the committee are not to be employed by the company. At least one member is to have accounting or auditing experience.
The Nomination Committee consists of Barbara Milian Thoralfsson, chairman, Pär Boman and Bert Nordberg.
The company’s Remuneration Committee prepares the Board’s resolutions on issues relating to remuneration principles and remuneration and other terms and conditions of employment for the Chief Executive Officer, and is authorized to make decisions in these matters for the company’s other senior executives. The committee monitors and assesses programs for variable remuneration, the application of the AGM’s resolution on guidelines for remuneration of senior executives and the applicable remuneration structure and remuneration levels in the Group.
The Remuneration Committee consists of Pär Boman, chairman, Louise Svanberg and Bert Nordberg.
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