Mobi buttom Mobi buttom Mobi buttom search About us Corporate Governance Corporate governance of NENT and the NENT Group is exercised through a number of corporate bodies. At the Annual General Meeting, shareholders exercise their voting rights with regard to the composition of the Board of Directors of NENT and election of external auditors. In addition to the Annual General Meeting, extraordinary general meetings can be convened when required. The duties of the Board are partly exercised through its Audit Committee and Remuneration Committee. The Chief Executive Officer of NENT (the “CEO”) is in charge of the day-to-day management of the Group in accordance with guidelines and instructions from the Board. 2021 Annual General Meeting The 2021 Annual General Meeting will be held on Wednesday 19 May 2021 at 09:00 CET in Stockholm. Read more Nomination committee The Nomination Committee consists of representatives of some of NENT’s largest shareholders. Read more General Meetings Group Steering Documents Remuneration guidelines Articles of association Board of Directors Auditors CEO & Group Executive Management Click here to see the Directors of the Board. The Board of Directors is the highest decision-making body after the General Meeting and has the overall responsibility for NENT Group’s organisation and the management of the company’s affairs. The duties of the Board of Directors are primarily set forth in the Swedish Companies Act, the company’s Articles of Association and the Code. In addition to this, the work of the Board is guided by written rules of procedure. The rules of procedure for the Board of Directors, which have been adopted by the Board of Directors and are reviewed annually, governs the division of work and responsibilities within the Board of Directors. The Board of Directors is in charge of the organisation of the company and management of the company’s long-term operations and provides effective support for, and control of, the activities of the Group Executive Management of the company. With the Board of Directors also lies the responsibility for the overarching sustainability strategy, goals, actions and follow-up alongside the Head of Sustainability. The board monitors the sustainability work through regular updates from the Head of Sustainability, and reviews and approves the sustainability policy and reporting. In order to carry out its work more effectively, the Board has appointed a Remuneration Committee and an Audit Committee with special tasks. These committees handle business within their respective areas and present recommendations and reports on which the Board may base its decisions and actions. However, all members of the Board have the same responsibility for decisions made and actions taken, irrespective of whether issues have been reviewed by such committees or not. The external auditors report their findings to the Board once a year and to the Audit Committee during the year. Board Committees According to the Swedish Companies Act and the Code, the Board of Directors shall appoint an Audit Committee and a Remuneration Committee. The company has established an Audit Committee and a Remuneration Committee. Audit Committee The Board of Directors has appointed an Audit Committee. According to the Swedish Companies Act, a member serving on the Audit Committee may not be employed by the company and at least one of the members of the Committee that is independent in relation to the company, its management and the major shareholders shall possess competence and experience within accounting or auditing. The Audit Committee shall consist of at least three members of whom the majority are to be independent in relation to the company and its management. The current audit committee comprises the following three members: Simon Duffy (Chairman of the Audit Committee), Kristina Schauman, Anders Borg and Andrew House, of which all are independent in relation to the company and its management. The Audit Committee’s responsibility is to: (i) monitor the company’s financial reporting and provide recommendations and proposals to ensure the reliability of the reporting, (ii) monitor the company’s efficiency relating to internal control, internal audit and risk management, (iii) stay informed regarding the audit of the Annual Report and consolidated accounts as well as regarding the conclusions of the Supervisory Board of Public Accountants’ quality controls, (iv) inform the Board of Directors of the result of the audit and the way in which the audit contributed to the reliability of the financial reporting, as well as the function filled by the Audit Committee, (v) review and monitor the impartiality and independence of the external auditor, with special attention to the services provided other than audit, (vi) assist the company’s Nomination Committee in preparing for the election of auditors at the Annual General Meetings of the company, (vii) monitor and govern the company’s compliance matters, (viii) review and make recommendations regarding the Group’s capital structure and financial strategy and dividend policy (as well as dividend proposal), (ix) review and discuss the quarterly financial results and make a recommendation to the Board of Directors and (x) assist the Remuneration Committee as applicable to review adjustments to performance KPIs in relation to compensation programmes. Remuneration Committee The Board of Directors has appointed a Remuneration Committee. According to the charter for the Remuneration Committee adopted by the Board of Directors, the Remuneration Committee shall comprise at least three members, which shall all be independent in relation to the company and the senior executives. The Board of Directors shall appoint the Chairman of the Remuneration Committee among the members of the Remuneration Committee. The Chairman of the Board of Directors may chair the Remuneration Committee. The other members of the committee are to be independent of the company and its management. The current Remuneration Committee comprises the following three members: Natalie Tydeman (Chairman of the Remuneration Committee), Anders Borg and Andrew House, of which all are independent in relation to the company and its management. The responsibility of the Remuneration Committee is to: (i) prepare the Board of Directors’ resolutions on issues related to remuneration principles, compensation and other employment terms for the senior executives, (ii) monitor and evaluate ongoing plans and plans which have been completed during the year in respect of variable compensation for the senior executives, (iii) monitor and evaluate the application of remuneration guidelines in respect of the senior executives, which the Annual General Meeting shall resolve on as well as current remuneration structures and compensation levels of the Group. Further the Remuneration Committee shall: (i) review and develop the remuneration guidelines for the senior executives, (ii) review and develop as well as prepare the detailed terms of the company’s long-term incentive plans and (iii) review the CEO’s and the other senior executives’ terms of employment and remuneration. Remuneration to the Board members The remuneration to the Board members is proposed by the Nomination Committee, comprising the company’s largest shareholders and approved by the Annual General Meeting. The Nomination Committee’s proposal is based on benchmarking of peer group company compensation and company size. Information on the remuneration of Board members is provided in NENT’s Annual Report. Board members do not participate in the Group’s incentive schemes. You can find out more about out our Chairman and Board Members here. Our values and culture Get to know who we are and what we stand for Learn more Corporate Responsibility See what we do to create fair and safe work environment, bring a positive impact and create a sustainable future. 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