Remuneration of the board of directors
At the Annual General Meeting held on 9 May 2019, it was resolved that the board of directors would receive an annual remuneration totaling SEK 1,605,000, of which SEK 400,000 will be paid to the Chairman of the board and SEK 200,000 to each of the other directors. At the meeting, it was also resolved that for work within the audit committee, the Chairman of the committee will receive an annual remuneration of SEK 100,000 and that the other audit committee members will receive an annual remuneration of SEK 50,000. It was further resolved that for work within the remuneration committee, the Chairman of the committee will receive an annual remuneration of SEK 35,000 and that the other remuneration committee members would receive an annual remuneration of SEK 20,000.
Guidelines for remuneration to senior executives
In accordance with the guidelines adopted at the 2019 Annual General Meeting, remuneration to the senior executives is to include fixed salary, possible variable remuneration (maximum 75 per cent of the fixed annual salary for the CEO and the CFO and a maximum 50 per cent of the fixed annual salary for the other senior executives, respectively), pension and other benefits such as company car, if any, and healthcare etc.
The total remuneration package should be based on market terms, be competitive and reflect the individuals’ performance and responsibilities as well as, with respect to any share based incentive plans, the value growth of the company’s share which is to the benefit of the shareholders. Variable salary in cash should be conditional upon the fulfillment of defined and measurable goals which should be based on results. Terms and conditions for variable salary should be designed so that the Board of Directors, if exceptional economic conditions prevail, has the option of limiting or refraining from payment of variable salary if such action is deemed reasonable and consistent with the company´s responsibility towards shareholders, employees and other stakeholders. Individual directors may receive cash fees for special contributions (consultancy services etc.) performed within their areas of expertise.
Pension benefits should as far as possible be defined contribution. A mutual notice period of six months normally applies for the CEO. The other members of the group management should normally have a notice period of three-six months. The CEO and the other members of the group management shall, in case of termination by the company, be entitled to severance pay amounting to not more than six months´ fixed salary. No severance payment will be made when the employment is terminated by the employee.
The Board of Directors shall have the right to deviate from the guidelines resolved by the general meeting if, in an individual case, there are special reasons for this.