Work of the Board of Directors

The primary task of the Board is to serve the interests of the company and the shareholders, appoint the President and ensure that the company complies with the applicable laws, the Articles of Association and the Swedish Code of Corporate Governance.

The Board is also responsible for making sure that the Group is suitably structured so that the Board can optimally exercise its governance over the subsidiaries and that the company’s financial accounting, financial management and financial circumstances in general can be controlled satisfactorily. At least once a year, the Board shall meet with the company’s auditor without the presence of the Group Management Team, and shall continuously and at least once a year evaluate the performance of the President.

In 2016 the Board held nine scheduled meetings, of which one statutory meeting, and four extra meetings. The President and the CFO, who is also the Board secretary, take part in the Board’s meetings. Other executives take part as needed as rapporteurs for special items of business.

The Board reviews and adopts the following instructions and policies on a yearly basis:

  • Work plan for the Board
  • Instructions for the President
  • Instructions for financial reporting
  • Work plan and instructions for the audit  committee
  • Work plan and instructions fo the remuneration commite
  • Code of Conduct
  • Corporate Communications and IR policy
  • Finance policy
  • HR policy
  • Insider policy
  • Insurance policy
  • Policy for internal control
  • IT security policy
  • Mergers and acquisitions policy (anonymous reporting of violation of laws, the Code of Conduct or other rules at Cloetta)
  • Fraud and whistleblower policy
  • Anti-bribery and -corruption policy
  • Trade control policy



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