The tasks of the Board of Directors are regulated in the Companies Act and in the Articles of Association. Board work is also controlled by the rules of procedure that the Board must adopt each year. The Board of Directors’ rules of procedure also regulate an allocation of work and responsibility between the Board of Directors, its Chairman and the President, and contain routines for the President’s financial reporting to the Board of Directors.
According to the present rules of procedure, the Board of Directors shall meet at least six times a year, including a Board meeting following election immediately after the Annual General Meeting.
The tasks of the Board of Directors include establishing strategies, business plans, budgets, interim reports and yearend reports for AAK. Also, the Board of Directors shall monitor the President’s work, appoint and replace the President, and decide on any substantial changes in the organisation and operations of AAK.
The Board of Directors’ most important tasks are to:
- establish the general goals of the Company’s operations and decide on the Company’s strategy to achieve the goals,
- ensure that the Company has an executive management which functions well, with suitable compensation terms,
- ensure that the Company’s external reporting is characterised by openness and objectivity, and gives a correct picture of the development, profitability and financial position of the Company and its risk exposure,
- monitor financial reporting with instructions for the President and establish requirements concerning the content of the financial reports which are provided to the Board on a continuous basis,
- ensure that the Company’s insider issues and logbook procedures are conducted in accordance with law and the guidelines issued by the Swedish Financial Supervisory Authority,
- ensure that there are efficient systems for follow-up and control of the Company’s operations and financial position in relation to set goals,
- follow up and evaluate the Company’s development and to pay attention to the President and support him in his work in setting required measures,
- ensure that there is satisfactory control of the Company’s observance of laws and other regulations that apply as regards the Company’s operations,
- ensure that the required ethical guidelines are set for the behaviour of the Company, and,
- propose any dividend, repurchase of shares or redemption of shares to the Annual General Meeting.
Fees of the members of the Board of Directors
In accordance with the resolution of the Annual General Meeting, total fees for the Board amounted to SEK 2,580,000 to be allocated between the members as follows: SEK 650,000 to the Chairman, SEK 320,000 to each of the other members elected by the Annual General Meeting who are not employed by the Company.
The Chairman of the Audit Committee was paid SEK 250,000, and the member of the Committee was paid SEK 125,000. The Chairman of the Remuneration Committee was paid SEK 100,000, and the member of the Committee SEK 50,000.
The Company's President, the Board's secretary and employee representatives to the Board do not receive any compensation other than for expenses in connection with the Board's work.