The Board of Directors adopts a written work plan every year that describes the Board’s work and its internal deligation of duties, including committees, the Board’s decision-making procedure, Board meeting agendas and the Chairman’s duties. The Board has also issued instructions for the CEO and for financial reporting to the Board. In addition, the Board has adopted a number of policies, including a financial policy and an investment policy.
Responsibility for the organisation, administration and financial control
The Board is responsible for the Company’s organisation and the administration of its affairs, and is to ensure that the organisation is effective and designed so that accounting, asset management and the financial conditions in general are controlled in a satisfactory manner.
Responsibility for strategies, objectives and performance of the management
The Board is also responsible for the Company’s internal control and continually assesses the effectiveness of the Company’s internal control system. Furthermore, the Board is responsible for developing and monitoring the Company’s strategies through plans and objectives. The Board continuously monitors and evaluates the performance of the CEO and the operative management. This particular matter is addressed annually, without the executives present.
The Chairman manages the work
The Chairman organises and manages the Board’s work to ensure it is consistent with:
- The Swedish Companies Act
- Laws and regulations as required for companies that are listed on the stock exchange (including the Swedish Code of Corporate Governance)
- The Board's internal control instruments
The Chairman oversees the operations by maintaining regular contact with the CEO and is responsible for ensuring that other Board members receive sufficient information and decision support. The Chairman also ensures that the performance of the Board and the CEO is evaluated on an annual basis and that the Nomination Committee receives the results of the evaluation. The Chairman represents the Company in ownership issues.
Five meetings per year
According to the adopted work plan, the Board is to hold at least five scheduled meetings per year, including the inaugural meeting following the Annual General Meeting, and thereafter when required.
The Board’s work over the past year
In 2017, the Board held nine meetings, including the inaugural meeting. During the year, the Board’s activities were consistent with the formal work plan. The Board paid particular attention to matters related to strategy, finance, acquisitions and sustainability. As part of the Board’s work during the year, a number of subsidiary presidents and business area presidents provided detailed presentations of their business operations. All Board decisions were unanimous.