Board of directors formal work plan and remuneration

Board members

According to the articles of association the board of directors shall have a minimum of three and a maximum of eight members, which are elected by the annual general meeting (AGM). MSAB’s board of directors currently has eight members: Melker Schörling and Mikael Ekdahl (elected by the AGM on the 18th of May 2006), Sofia Schörling Högberg and Stefan Persson (elected by the EGM on the 1st of July 2006), Märta Schörling Andreen (elected by the AGM on the 24th of May 2010), Carl Bek-Nielsen (elected by the EGM on the 13th of December 2012), Georg Brunstam and Carl-Henric Svanberg (elected by the AGM on the 23rd of May 2017), with Mikael Ekdahl as chairman.

The board of director's responsibilities

The board of directors is responsible for the company’s organisation and management in accordance with the Swedish company act. The board also appoints CEO and, if existing, audit- and remuneration committees. The board shall on the AMG present proposals on compensation and other employment terms for the management to be approved by the AGM. On the basis of these principles the board shall determine salary and other compensation for the CEO. The board of directors shall meet at least four times annually. The company’s auditors shall be present at one board meeting annually.

Board of directors work

The allotment of work between the board and the company's management is regulated by the board of director's formal work plan which is adopted by the board annually. The present work plan was adopted at the board meeting on the 21st of May 2015. This work plan includes instructions for the company’s CEO, board meeting procedures, assignment of tasks, the duties of the chairman and the provision of information between the company and the Board.

Board meetings

In 2016 the board of directors had five meetings.

Board compensation

At the AGM in May 2017 it was determined that the compensation to the board of directors should amount to SEK 100 000 to each director of the board that is not employed by the company.

Auditing and compensation matters

The board has determined not to appoint any audit- or remuneration committee, but regards it as more effective and most suitable that the board as a whole shall participate in matters concerning auditing of the company, the relationship to the auditors and preparation and decisions regarding compensation to top management.