Corporate Governance

The working methods of the Board

The Board decides on the strategic direction of Nolato’s operations and prepares the necessary instructions. It establishes the Nolato Group’s management structure and appoints, dismisses and oversees the President and CEO.

Principles have been decided on at initial statutory Board meetings following the AGM with regard to rules of procedure for the Board’s work, the delegation of duties between the Board and the President and CEO, as well as financial reporting.

 

The key elements of these principles determine the following:
  • The Board shall establish a work pro-gramme comprising six ordinary meetings during the year, at which various matters according to the rules of procedure are considered at different Board meetings.
  • Notice of the meeting, the agenda and documentation for the Board meeting will usually be distributed no later than one week prior to the meeting. Minutes with numbered points are taken at the meeting.
  • The delegation of duties clarifies the responsibilities of the Board and the key duties of the Chairman and the President and CEO. The instructions for the President and CEO include restrictions regarding decisions on investments, acquisitions, transfers and certain agreements.
  • To enable the Board to continually follow and monitor the Group’s financial position and performance, the President and CEO must provide the Board with monthly reports on sales, profit, capital commitment, cash flow, the balance sheet, forecast monitoring and forecast updates.
The Chairman of the Board, Fredrik Arp, organises and leads the work of the Board, to ensure it is performed in accordance with the Swedish Companies Act, other legislation and regulations, applicable rules for listed companies (including the Swedish Corporate Governance Code), and the Board’s internal governance instruments. The Chairman monitors operations through regular contact with the President and CEO and is responsible for ensuring that other Board members receive satisfactory infor-mation and decision-making documentation.

The Chairman is responsible for ensuring that the Board is kept continually updated and increases its knowledge of Nolato and generally receives the training required in order to carry out its work in an effective manner. Furthermore, the Chairman ensures that an annual evaluation of the work of the Board is conducted, and that the Nomination Committee is informed of the results.

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