Board Committees

Enity Holding AB´s Board committees 

According to the Swedish Companies Act and the Code, the Board of Directors shall institute an Audit Committee and a Remuneration Committee. The Chairman of the Board of Directors may chair the Remuneration Committee. The other members of the Remuneration Committee are to be independent in relation to the Company and its executive management. A majority of the Audit Committee’s members are to be independent in relation to the Company and the executive management and at least one of the members who is independent in relation to the Company and the executive management is also to be independent in relation to the Company’s major shareholders. At least one member of the Audit Committee must also have accounting or auditing proficiency. 

The Company has established an Audit, Risk and Compliance Committee (ARCCO) as well as a Remuneration Committee. The major tasks of these committees are preparatory and advisory, but the Board of Directors may delegate decision-making powers on specific issues to the committees. The issues considered at committee meetings shall be recorded in minutes of the meetings and continuously reported to the Board of Directors. The members and Chairmen of the committees are appointed at the statutory Board meeting following election of Board members. 

The primary tasks of the ARCCO are to monitor Enity’s routines for risk management, governance and control as well as financial and sustainability reporting. The ARCCO shall also review and monitor the auditor’s impartiality and independency and, in relation thereto, particularly call attention to if the auditor provides other services to the Company than audit and review of the sustainability reports and assist the Nomination Committee in the preparation of proposals for the General Meeting’s decision on election of auditors. The ARCCO consists of the following three Board members: Christopher Rees (Chair), Jayne Almond and Julia Ehrhardt.

The primary task of the Remuneration Committee is to prepare the Board of Directors’ decisions on issues concerning principles for remuneration and other terms of employment for the Senior Management Team. The Remuneration Committee is also responsible for monitoring and evaluating any programmes for variable remuneration, both ongoing and those that have ended during the year, for the Senior Management Team and for monitoring and evaluating the application of the remuneration guidelines that the Annual General Meeting has adopted, as well as the current remuneration structures and levels in the Enity. Further, the Remuneration Committee prepares the remuneration report to be presented at the Annual General Meeting for approval as well as any proposals for share or share-price related incentive programmes. The Committee consists of the following two Board members: Jayne Almond (Chairman) and Vesa Koskinen.