In accordance with an AGM resolution, the Board of Directors should consist of five ordinary members with no deputies. The AGM on 26 May 2020 resolved to re-elect Johan Claesson, Johan Damne, Jan Roxendal, Joachim Gahm and Anna Ramel as members for the period until the next AGM and new election of Tobias Alsborger. Jan Roxendal 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 2019
The board held 13 meetings (16) in 2019, of which 3 (5) were held by telephone. The chief executive officer, 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 and 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 chief executive officer. The board met with the auditors once to receive their opinions on the company's financial reporting and internal control. An external lawyer recorded the minutes at all board meetings in 2019. The minutes were verified by the chairman and one 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 2020/2021
The AGM 2020 resolved that remuneration to the board shall total SEK 2,720,000 (2,370,000).
- SEK 570,000 (570,000) to the chairman of the board and SEK 350,000 (350,000) to each director.
- Fee to the chairman of the board audit committee of SEK 130,000 (130,000) and to the other two audit committee members of SEK 100,000 (100,000) each,
- Fee to the chairman of the board remuneration committee of SEK 40,000 (40,000) and to the other remuneration committee member of SEK 30,000 (30,000).