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 The Board's work
The Board's work is regulated by the Swedish Companies Act, the Articles of Association and the work plan adopted by the Board itself.
The Board’s work plan contains, amongst other things, rules stipulating the number of Board meetings which are to be held each year, which will be addressed in the meetings and the division of duties between the Board of Directors and the CEO. In instructions to the CEO, his duties and obligation to report to the Board are regulated. Normally, five Board meetings are held every year, and one Board meeting following election. Four of the meetings deal with quarterly reports and press releases.
At least one of the Board meetings takes place in connection with and on the basis of a review of one of the Group’s companies. One meeting per year is more comprehensive in time and at this meeting, specific attention is paid to strategic issues. The auditor of the company is present at the Board meetings when this is required, but at least once a year. Notice and supporting documents concerning decisions and reports are sent to the Board one week in advance of the Board meeting. When issues will be decided upon, the Board usually receives supporting documents covering the specific case.
The Board appoints two committees yearly – the Audit Committee and the Compensation Committee. The aim of the committees is to enhance and make the Boards work more effective, as prepare cases for each sector respectively.
The Board's work 2006
Apart from having a Board meeting following election, the Board has met five times during the year. One member of the Board has been absent at two of the Board meetings. At the other meetings, all members of the Board have been present. At two of the Board meetings, the company’s auditor was present, including the meeting at which the annual accounts were presented, at which the auditor submitted his opinions. Important issues that have been dealt with this year are, amongst others:
- Comprehensive and long term aims for the company
- Strategic emphasis for the company
- Business plans, financial plans and forecasts
- Greater investments and acquisitions/disposals of business activitieer
- The Group’s organisation
- Capital and financing issues
- Policy and instructions
- Interim reports and annual account
- Reports from the Board’s committees
- Follow-ups of external auditing
- Evaluation of the work of the Board, the Chief Executive Officer and Group managment.
Evaluation of the Board´s work
The Board will ensure that its work is continuously evaluated through a systematic and structured process. This evaluation is initiated by the Board’s president. The process includes, amongst other things, a questionnaire in which the members of the Board have a chance to express their opinion on the Board’s work and how it can be improved. The result of the evaluation is disclosed to the Board, followed by discussions and decisions about changes in the working method.
The Board continuously evaluates the work of the Chief Executive Officer and Group management.
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