NOMINATION COMMITTEE
On 27 April 2011, the AGM resolved that the Nomination Committee shall consist of representatives of four of the largest shareholders in terms of votes as well as the Chairman of the Board, who shall also call the first meeting of the Nomincation Committee. The member representing the largest shareholder shall be appointed as committee chair. The composition of the Nomination Committee ahead of the 2012 Annual General Meeting was to be based on ownership data as per 31 August 2011 and was to be publicly announced not later than six months prior to the Annual General Meeting. The composition of the Nomination Committee ahead of the 2012 AGM was announced on 26 October 2011.
Ahead of the 2012 Annual General Meeting, the Nomination Committee was composted of the following members:
- Carl-Olof By, Industrivärden (committee chair)
- Claes Boustedt, L E Lundbergföretagen
- Anders Algotsson, AFA Insurance
- Håkan Sandberg, Handelsbanken Pension Foundation and Handelsbanken Pension Fund
- Bengt Kjell, Chairman of the Board, Indutrade
Indutrade's Annual General Meeting will be held on Thursday, 3 May 2012, in Stockholm.
For further information, please contact Carl-Olof By, chairman of the Nomination Committee, tel. +46 8 666 64 00, or by e-mail: valberedningen@indutrade.se.
REMUNERATION COMMITTEE
The Board has appointed a remuneration committee consisting of the Chairman, Bengt Kjell, and one other director, Ulf Lundahl. The Remuneration Committee draws up "the Board's proposed guidelines for compensation and other terms of employment for senior executives". This proposal is discussed by the Board and submitted to the AGM for approval.
The Board's Remuneration Committee deals with and conducts drafting work on remuneration matters regarding members of the executive management, for decision by the Board. The Remuneration Committee thus prepares and draws up proposals for decision regarding the terms of employment for the CEO. The CEO consults with the Remuneration Committee regarding the terms of employment for other members of the executive management.
The Remuneration Committee met on three occasions during the year.
AUDIT COMMITTEE
The Board has appointed an audit committee, consisting of the entire board excluding the CEO. Michael Bertorp served as Audit Committee chair.
The Audit Committee has an oversight role with respect to the Company's risk management, governance and control, and financial reporting. The committee maintains regular contact with the Company’s auditors to ensure that the Company's internal and external accounting satisfies requirements made on market-listed companies and to discuss the scope and focus of auditing work. The Audit Committee evaluates completed audit activities and informs the Company's nomination committee about the results of its evaluation and assists the Nomination Committee on drawing up recommendations for auditors and fees for their auditing work. The Audit Committee had three meetings in 2010, at which all members were present.
On two occasions in 2010 the committee performed reviews and received reports from the Company's external auditors, of which on one occasion this was done without anyone present from the executive management. The auditors' reports did not give rise to any special action by the Audit Committee.