Work of the Board of Directors

After the general meeting, the board of directors is the company’s highest decision-making body. The board of directors is also the company’s highest executive body and is responsible for the company’s organisation and the management of the company’s affairs and shall, on a continuous basis, assess the group’s financial position. The chairman of the board of directors has a certain responsibility to lead the board of directors’ work and to ensure that the board fulfils its statutory duties.

According to the Company’s articles of association, the board of directors shall consist of at least three (3) and no more than ten (10) ordinary members, without any deputy members. Currently, the board of directors consists of six (6) ordinary members.

The responsibilities of the board of directors include e.g. to set the company’s overall goals and strategies, oversee major investments, ensure that there is a satisfactory process for monitoring the company’s compliance with laws and other relevant regulations, as well as the compliance with internal guidelines. The responsibilities of the board of directors also include ensuring that the company’s disclosure to the market and investors is transparent, correct, relevant and reliable as well as to appoint and evaluate the company’s CEO.

The board of directors has adopted written rules of procedure for its work, which are evaluated, updated and re-adopted annually. The board of directors meets regularly in accordance with a programme set out in the rules of procedure containing certain permanent items and certain items when necessary.

The board of directors may establish committees to prepare certain matters and may also delegate decision making to such a committee, but the board of directors cannot disclaim responsibility for decisions made on this basis. If the board of directors decides to set up committees, the rules of procedure for the board of directors shall specify the duties and decision making powers that the board of directors has delegated to the committees, as well as how the committees are to report to the board of directors.

The board has established an audit committee and a remuneration committee in accordance with the Swedish Code for Corporate Governance.