For Investor, as industrial holding company, the business model of active ownership is to create value in companies. For this good corporate governance is fundamental. This applies to Investor’s own organization as well as to the companies  in which Investor is an owner. Investor participates in the corporate governance of its companies by taking a leading, active ownership role. This means that Investor works to create value and is seriously committed to finding the right composition for the Boards of Directors of these companies.

Swedish Code of Corporate Governance

Swedish Code of Corporate Governance (“the Code”) is based on the “comply or explain” principle. According to the principle, a company that applies the Code may deviate from individual rules but is required to explain why. The Code states, among other things, that a company shall issue, in connection with the annual report, a special report on corporate governance issues in which the company states if and how the Code has been applied within the most recent fiscal year. Investor's Corporate Governance Report has been prepared in accordance to the Code’s recommendations.

The Swedish Corporate Governance Board

Investor’s corporate governance practices are regulated by Swedish legislation, in particular the Swedish Companies Act, and the NASDAQ OMX Stockholm AB Rule Book for Issuers. Swedish industry’s selfregulation practices are also highly relevant to Swedish corporate governance practices, as the Swedish Corporate Governance Board was established to protect and further develop the Swedish Code of Corporate Governance.
 
For more information about the Swedish Corporate Governance Board, see link to Bolagsstyrningskollegiet on the right side ot the page.

Corporate governance at Investor

Investor is a Swedish limited liability corporation founded in 1916. Investor is publicly traded on the NASDAQ OMX Stockholm. Applicable external legislation and regulations as well as internal policies and instructions form the foundation for the company’s governance, management and control as executed by the shareholders, Board of Directors, President and senior management.

In addition to legislation, regulations and recommendations, Investor’s Articles of Association play a central role in the company’s governance. The Articles of Association  establish, for example, the company’s name, where the Board is registered, the focus of Investor’s business activities and information concerning the share capital.

The Annual General Meeting (AGM) is the company’s highest decision-making authority and serves as the forum through which Investor’s shareholders exercise their influence over the business. The AGM convenes no less than once per year and its agenda includes appointing the members of the Nomination Committee.

The Nomination Committee recommends changes to the composition of the Board for resolution by the AGM. On behalf of Investor’s owners, the Board oversees the management of the company’s affairs. The Board is headed by Chairman Jacob Wallenberg. The Board appoints the President, who is charged with carrying out the day-to-day management of the company in accordance with the directions of the Board. The division of responsibilities between the Board and President is detailed clearly in instructions and rules of procedures that yearly is approved by the Board.

To increase the efficiency and depth of the Board’s work on certain issues, the Board has established three committees: the Audit Committee, the Remuneration Committee and the Finance and Risk Committee. Internal Control, Risk Control and Compliance are important support functions for the Board’s committees. Internal Control is an audit function that provides objective support to the Board for verifying the effectiveness of internal controls. The role of Risk Control is to provide support in identifying and managing risks. The Compliance function identifies legal risks and ensures that laws and regulations are complied with.

Internal policies and instructions constitute important control documents in all parts of the company and clarify responsibilities and powers within areas such as information security, compliance and risk. The external auditor appointed by the AGM audits the Board and the President’s administration of the company, as well as the company’s financial reports.

The Management Group is made up of the President and the heads of Core Investments, Operating Investments, Investor Growth Capital, Active Portfolio Management, Operations and Legal, Corporate Governance and Compliance.

The actions of management and personnel are also governed by Investor’s corporate culture. A strong, clearly defined corporate culture plays an important role in enabling the company to achieve its vision and goals. The corporate culture at Investor is based on four core values: Create value, Continuous improvement, Contribute your view and Care for people. The Management Group actively works to engage all employees in developing the corporate culture and living by the values expressed through it.

Information updated 2010-07-14 10:50:33