Nomination and Remuneration Committee

The Board of Directors decided on October 21, 2020 to establish a Nomination and Remuneration Committee. 

The Board elected the following members from among its members for the Committee: Ann-Christine Sundell (Chair), Arne Boye Nielsen and Bill Östman. The members of Nomination and Remuneration Committee have sufficient expertise and experience with respect to the committee's area of responsibility.

Rules of procedure of Revenio Group Corporation's Nomination and Remuneration Committee 
 

Election and composition of the Remuneration and Nomination Committee

The Board of Directors appoints the members and the chair of the Remuneration and Nomination Committee from amongst the Board.

The members of the Remuneration and Nomination Committee shall have the expertise and experience required for the duties of the Committee. The majority of the members of the Committee shall be independent of the company, and the Committee shall act independently when carrying out duties related to remuneration. The CEO or other persons in the management of the company may not be appointed to the Committee.

The Committee will nominate a secretary who will sign the minutes of the meetings together with the chair.

Duties of the Remuneration and Nomination Committee

The Remuneration and Nomination Committee assists the Board of Directors in the preparatory work on the election of directors, on remuneration and nomination of the CEO and other management, and on remuneration schemes for other personnel.

The duties of the Remuneration and Nomination Committee include:

  • the preparation of a proposal for the appointment of directors made to the general meeting
  • the preparation of a proposal concerning the remuneration of the directors made to the general meeting
  • the preparation of the appointment of the CEO
  • the preparation of the salary and other financial benefits of the CEO and other management
  • the preparation of matters concerning the company’s remuneration schemes
  • the assessment of the remuneration of the CEO and other management as well as seeing to the appropriateness of the remuneration schemes
  • the preparation of the remuneration policy and report
  • the presentation of the remuneration policy and report in the general meeting and responding to questions related thereto

Work of the Remuneration and Nomination Committee

The Remuneration and Nomination Committee convenes at least two times per year at the invitation of the chair. The invitation and the agenda will be sent to the participants of the meeting as well as to the attention of other members of the Board of Directors.

The Committee is competent when the chair of the Committee and at least one member of the Committee is present.

The CEO can also be invited to attend the meeting if the Committee deems it necessary.

The Committee has the authority to have analyses and studies made on all matters within its competence.

Minutes will be drawn up of the meetings of the Committee, and they will be signed by the Committee's chair and secretary. The minutes will be discussed by the Board of Directors of the company. The Committee will also otherwise report on its operations on a regular basis.