In accordance with an AGM resolution, the Board of Directors should consist of five ordinary members with no deputies. The AGM on 29 May 2017 resolved to re-elect Johan Claesson, Johan Damne, Jan Roxendal, Joachim Gahm and Anna Ramel as members for the period until the next AGM. Johan Claesson was elected Chairman of the Board.
The board of directors is responsible for the organisation and management of the group in accordance with the Swedish Companies Act and for appointing the president and chief executive officer and the audit and compensation committees. The board also decides on pay and other compensation to the president and chief executive officer and other members of group management. The board has adopted an charter, which includes the establishment of the audit and remuneration committees. The board has also adopted an instruction for financial reporting, an instruction to the CEO and new and updated policies. The charter regulates matters including the duties of the chairman of the board, the business to be addressed at each board meeting and business to be addressed at specific points during the year. The board assures the quality of financial reporting through a series of group policies, rules of procedure, frameworks, clear structures with defined areas of responsibility and documented authority.
Work of the Board of Directors in 2016
The board held 9 meetings (6) in 2016, of which 1 (1) was held by telephone. The CEO, Knut Pedersen, reported to the board but did not serve as a director. Knut Pedersen attended all board meetings. In addition to ongoing operations, matters related to the development of the Property Investment Management and Banking business areas, strategy and operational coordination, risk and compliance issues were accorded particular focus during the year. The chairman presided over the work of the board of directors and maintained continuous contact and dialogue with the CEO. The board met with the auditors twice to receive their opinions on the company's financial reporting and internal control. The COO recorded the minutes at all board meetings in 2016. The minutes were verified by the chairman and one other director. A review of the board’s work and decisions during the year is presented below.
Evaluation of board performance
The chairman is responsible for evaluating the work of the board through interaction with individual directors and has ensured that the assessments were provided to the Nomination Committee.
Compensation to the Board of Directors 2017/2018
The AGM 2017 resolved that remuneration to the board shall total SEK 2,120,000 (previous year SEK 1,870,000)
- of which the chairman of the board shall receive SEK 550,000 (SEK 550,000) and other board members SEK 330,000 (SEK 330,000) each.
- of which fees for service on the board audit committee in the amount of SEK 80,000 to the chairman of the committee and SEK 50,000 each to the other members of the committee.
- of which fees for service on the board compensation committee in the amount of SEK 40,000 to the chairman of the committee and SEK 30,000 to the other member of the committee.
See Note 11 concerning directors’ fees paid during the 2016 financial year.