The chair of the board shall, based on holdings in the company as per 31 December each year, contact the three largest shareholders in the company in order to request that in preparation for the general meeting they submit proposals for the election of the chair and other members of the company’s board, board fees to the chair and other members and any remuneration for committee work, the appointment of and fees to auditors and deputy auditors (in applicable cases), and the decision on principles for appointing the election committee and the chair of the annual general meeting.
The election committee appoints the chair of the election committee. Should the election committee fail to reach consensus on a matter, the chair of the election committee, if able to gain a majority, has the deciding vote.
All shareholders shall be given the opportunity to approach the election committee with proposals for, for example, board members for further evaluation within the bounds of the election committee’s work. As a basis for its evaluation of the composition of the board, the election committee has had access to the evaluation conducted by the board and has also had the opportunity to meet with the board members individually.
Based on this evaluation and the opportunity to consider proposals for new board members, the election committee prepares a proposal for the new board to be submitted in conjunction with publication of the notice of the coming annual general meeting. The election committee presents its work at the annual general meeting.
The auditor or auditors are appointed by the annual general meeting each year. The audit committee (comprised of the entire board with the exception of the chief executive officer) assists the election committee in preparing a proposal for the appointment of the auditor or auditors. The current auditor, Jesper Ahlkvist of Mazars Revisionsbyrå, was appointed auditor for 2017 by the ordinary general meeting.