Remuneration for the Board members was resolved on the AGM 4 April 2017 and based on proposals from the Nomination Committee.
Total remuneration to Board members elected by the AGM amounts to SEK 2,330,000 in board fee and SEK 600,000 for committee work. The fees cover the period until the next Annual General Meeting in April 2018. For the distribution of the fees, see the table below.
Remuneration to the senior management including incentive program
The remuneration to the President and other member of Group Management consist of fixed salary, variable salary, long term share based incentive program, other benefits and pension. Remuneration, including long term share based program, for 2015 is described below.
|Remuneration to the Board, Group Management and Auditors|
|Remuneration to the Board, SEK 000s||Board fees, Base salary||Committee fees||Variable
remuneration incurred in the year, expected to be paid in the next year
|Variable share-based long-term||Other
|Subtotal||Pension costs||Total||Pension obligation|
|Chairman of the Board|
|Lilian Fossum Biner (1)||413||33||-||-||-||446||-||446||-|
|Caroline Sundewall (2)||203||50||-||-||-||253||-||253||-|
|Olof Svenfelt (2)||93||33||-||-||-||126||-||126||-|
|Hans Porat (1)||190||67||257||257|
|Camilla Svenfelt (2)||190||-||190||190|
|Remuneration cost incurred for the Group Management, SEK 000s|
|David Nuutinen, President (3)||3,516||-||-||-446||(4)||306||3,376||-||3,376||-|
|Danko Maras acting President /CFO (5)||1,017||-||811||280||38||2,146||339||2,485||-|
|Other group management, 10 persons (6)||19,550||-||8,013||3,725||1,733||33,021||5,699||38,720||-|
|Audit fees, SEKm|
|Fee for auditing services||5|
|Fees for other services|
|Total other services||1|
|Total audit fees||6|
|1) Elected on 12 April 2016|
|2) Resigned on 12 April 2016|
|3) Resigned on 31 August 2016|
|4) Refers to the release of the share-based long-termed incentive plans for 2015 and 2016. The release had no effect on cash flow.|
|5) Took up duties on 1 September 2016|
|6) Other Group Management consisted of 10 persons from 1 Januari, 2016 tol 1 Juni, 2016. During the period 1 Juni to 1 September 2016, other Group Management consisted of 9 persons. From 1 September 2016, other Group Management consisted of 8 persons.|
Guidelines for remuneration to the senior management team
The Board of Directors proposes that the remuneration to the President and other members of the group management, as well as other executives reporting directly to the President, shall consist of fixed salary, variable salary, other benefits and pension.
Where the Board of Directors finds it appropriate, such executives shall also be offered to participate in long term share based incentive plans, which shall be decided by the general meeting. Any variable salary should be linked to predetermined and measurable criteria and be limited to the equivalent of one fixed annual salary.
The total remuneration shall be in line with market practice and be competitive, and be related to responsibility and authority. Upon termination of employment agreements by the company, the notice period shall be no longer than 12 months. Any severance pay shall not exceed one fixed annual salary on top of the notice period.
The company shall strive to have defined contribution pension benefits. The retirement age shall be not less than 60 years and not more than 67 years.
These guidelines apply to agreements entered into after the Annual General Meeting, and in case changes are made to existing agreements after this point in time. The Board of Directors shall be entitled to deviate from the guidelines in individual cases if there are special reasons for it.