Composition of the Nomination Committee
At the AGM on 6 May 2013, the decision was made in favour of a standing instruction for Indutrade’s nomination committee, which shall apply until further notice. According to this instruction, the Nomination Committee ahead of a forthcoming AGM shall consist of representatives of four of the largest shareholders in terms of votes, plus the Chairman of the Board, who shall also convene the first meeting of the Nomination Committee. The member representing the largest shareholder shall be appointed as committee chair. The composition of the Nomination Committee ahead of the AGM is to be based on ownership data as per 31 August each year and is to be publicly announced not later than six months prior to the AGM. The composition of the Nomination Committee ahead of the 2019 AGM was announced on 26 September 2018, based on ownership information as per 31 August 2018.
The Nomination Committee held two meetings prior to the 2019 AGM, documented by minutes, at which the evaluation of the Board’s work during the past year was presented and the Board’s composition was discussed, among other items of business. The Nomination Committee is tasked with drawing up recommendations to be presented to the AGM for resolutions regarding a person to serve as AGM chairman, the Chairman of the Board and other directors, directors’ fees, the auditor’s fee and election of the auditor, and the principles for the appointment of a new Nomination Committee.
The Nomination Committee has used Rule 4.1 of the Code as its diversity policy, entailing that the Board shall have a composition appropriate to the Company’s operations, phase of development and other relevant circumstances, the AGM-elected directors shall exhibit diversity and breadth of qualifications, experience and backgrounds, and the Company shall strive for gender balance on the Board. The 2018 AGM resolved in favour of the Nomination Committee’s recommendations.
Based on the results of the Board’s evaluation and the current directors’ availability for re-election – among other things – the Nomination Committee makes an assessment of whether the sitting board meets the requirements that will be made for the Board in view of the Company’s situation and future orientation, or if the composition of expertise and experience needs to be changed.
The Nomination Committee proposes that Katarina Martinson be elected as Chairman of the Board at the 2019 Annual General Meeting. The Committee also proposes the re-election of directors Susanna Campbell, Bengt Kjell, Ulf Lundahl, Krister Mellvé, Lars Pettersson, Anders Jernhall and Bo Annvik. The Nomination Committee’s proposal entails that the number of directors during the coming mandate period will be unchanged at eight.
Contact the Nomination Committee
Shareholders who wish to submit proposals to the Nomination Committee may do so in writing by e-mail: email@example.com or by mail to Indutrade’s postal address above. To enable their consideration in a constructive manner, proposals should be submitted to the Nomination Committee by no later than December 31.