The Board of Directors can have three committees that assist in its work; the Audit committee, the Remuneration committee and the Nomination Comittee. The Board of Directors elects among its members comittee members and Chairman of the comittees. External members can be also members of the Nomination Committee.
The committees' working orders set out the duties and operating principles for each committee. The committees report their work to the Board of Directors on a regular basis.
SHAREHOLDERS' NOMINATION BOARD
The Annual General Meeting on April 5, 2017 decided to establish a permanent Shareholders' Nomination Board to prepare future proposals concerning the election and remuneration of the members of the Board of Directors to the General Meetings.
The Nomination Board consists of four (4) members, three (3) of which shall be appointed by the company's three (3) largest shareholders, who shall be entitled to nominate one member each. The Chairman of the Board of Directors of the company shall serve as the fourth member. The company itself cannot be a member of the Shareholders' Nomination Board.
The Chairman of the Board of Directors convenes the first meeting of the Nomination Board. The Nomination Board shall elect a Chairman from among its members, and the Nomination Board convenes thereafter at the notice of the Chairman of the Nomination Board. When the Nomination Board has been appointed, the company will publish the composition by a release.
The main duties of the Audit Committee are to examine the company's finances; oversee compliance with the law and the relevant standards; monitor the reporting process of financial statements, supervise the financial reporting process, evaluate the company's internal supervision and risk management; monitor the statutory audit of the financial statements and consolidated financial statements, evaluate the independence of the statutory auditor or audit firm, particularly the provision of related services to the company to be audited.
In its first meeting after the Annual General Meeting on April 5, 2017 the Board of Directors resolved that the duties of the Audit Committee are discharged by the company’s entire Board of Directors.
The main duties of the Remuneration Committee includes preparing matters related to the remuneration of the CEO and other executives of the company as well as preparing proposals related to Group remuneration systems.
The Board did not establish remuneration committees in its first meeting held after the Annual General Meeting on April 5, 2017.