Committees 2012

At the statutory meeting of the Board, held in conjunction with the Annual General Meeting, April 17, 2012, the following members of the Board were elected to the Board Committees.

Remuneration Committee

  • Jacob Wallenberg (Chairman)
  • O. Griffith Sexton
  • Lena Treschow Torell

Audit Committee

  • Sune Carlsson (Chairman)
  • Jacob Wallenberg
  • Peter Wallenberg Jr

Finance and Risk Committee

  • Grace Reksten Skaugen (Chairman)
  • Gunnar Brock
  • Jacob Wallenberg

Audit Committee
The Audit Committee is responsible for assuring the quality of the financial reporting and the efficiency in the internal control system. The Audit Committee is the primary way in which the Board and the company’s auditor communicate with each other. During 2012, the Audit Committee consisted of Sune Carlsson (chairman), Jacob Wallenberg and Peter Wallenberg Jr. The composition of the Committee meets the independence criteria set forth by the Code and the Swedish Companies Act. The Audit Committee held six meetings during the year, typically in conjunction with issuance of the quarterly and annual reports.
During 2012 the Committee:

  • Analyzed each interim report and the year-end report for
    completeness and accuracy.
  • Focused particularly on the correct treatment and accounting
    of each business area.
  • Maintained regular contact with the company’s external
    auditor and followed up on any findings reported.
  • Evaluated the audit work performed and offers from other
    audit firms and presented its conclusions to the Nomination
    Committee.
  • Monitored the efficiency in the organization and the internal
    control in connection with process changes.

Remuneration Committee
The tasks of the Remuneration Committee are, among other things, to evaluate and prepare guidelines for salary and other remuneration, and to decide remuneration to the members of the Management Group, except for the President for whom the Board as a whole sets the remuneration. In 2012, the members of the Remuneration Committee were Jacob Wallenberg (Chairman), O. Griffith Sexton and Lena Treschow Torell. The composition of the Remuneration Committee meets the independence criteria set forth by the Code. The Remuneration Committee held five meetings during the year. During 2012 the Committee:
Evaluated and approved remuneration structures for personnel
and salary reviews for Management.

  • Evaluated and assessed the President’s goals and terms and conditions for remuneration for 2012, which were then approved by the Board.
  • Monitored and evaluated variable salary programs that were in effect or concluded during the year.
  • Evaluated and implemented the guidelines for remuneration and the long-term variable remuneration program for Management and employees that was adopted by the 2012 AGM.
  • Monitored and evaluated the development of remuneration programs and remuneration levels in the market.
  • Proposed to the Board to submit to the AGM 2013 a longterm variable remuneration program which is substantially identical to the program from 2012.

Finance and Risk Committee
The Finance and Risk Committee ensures that the company’s compliance efforts are effective and monitors risk exposure and financial strategies. The members of the Finance and Risk Committee in 2012 were Grace Reksten Skaugen (Chairman), Gunnar Brock and Jacob Wallenberg. The independence criteria do not apply to the members of this Committee. The Finance and Risk Committee held four meetings during the year. At each meeting, representatives from the specialist functions gave presentation on the current risk status and follow-up on limits and mandates in relation to policies. During 2012 the Committee focused on:

  • Investor’s financial flexibility.
  • The uncertainties regarding the development of the global economy and the rating downgrade of several banks and its effects on Investor.
  • Monitoring of risk exposure and strategy for Treasury.
  • Monitoring of risk exposure and performance for Trading.
  • Updates of policies and instructions were approved.
investor pattern