Board committees and committee work

 

Remuneration committee

On 18 November 2016, the Company’s board of directors established a remuneration committee, which shall comprise of at least three members, of whom one shall be chairman. The tasks of the committee are to prepare the board of directors’ resolutions regarding matters involving principles for remuneration, remuneration and other employment terms and conditions for the executive management of the Company.

The committee shall also monitor and evaluate ongoing, or during the particular year, completed programmes of variable remuneration for the executive management, as well as monitor and evaluate the application of guidelines for remuneration to senior executives resolved on by the AGM. Minutes shall be kept at all meetings of the remuneration committee and the minutes shall be presented to the board of directors, together with an oral debriefing, in connection with decisions made by the board of directors. On the publication date of the Prospectus, the remuneration committee comprises of Ulf Rosén (chairman), Claus Andersson and Dr. Werner Braun.

Audit committee

On 18 November 2016, the Company’s board of directors established an audit committee, which shall comprise of at least three members, of whom one shall be chairman. The committee is responsible for inter alia monitoring of the Company’s financial reporting and the preparation of the board of directors’ work in respect of quality control of this reporting, monitoring the Company’s internal control, internal audit and risk management as regards the financial reporting, as well as establishing guidelines for the procurement of supplementary services from the Company’s auditor.

The committee, or the nomination committee, as appropriate, shall also assist in preparing proposals regarding decisions on the election of auditor and the fees to be paid for auditing services and meet the Company’s auditor on an ongoing basis. Minutes shall be kept at all meetings of the audit committee and the minutes shall be presented to the board of directors, together with an oral debriefing, in connection with decisions made by the board of directors. On the publication date of the Prospectus, the audit committee comprises of Claus Andersson (chairman), Denis Gestin and Ulf Rosén.