Nomination committee
The Nomination Committee shall prepare make proposals to the annual general meeting regarding:
- election of Chairman of the annual general meeting,
- the number of members and deputies of the Board of Directors,
- election of the Chairman of the Board and other members,
- the fees payable to members of the Board of Directors and fees payable for committee assignments, if any, and
- election of Auditor and determination of its fee.
The Company shall have a Nomination Committee consisting of four (4) members. The four (4) largest shareholders of the Company shall be entitled to appoint one (1) member each. The names of the members of the Nomination Committee and the names of the shareholders they represent shall be published by the Company as soon as the Nomination Committee has been appointed, however no later than in connection with the publishing of the Interim Report of the Company for the third quarter of the financial year preceding the annual general meeting. The four largest shareholders, based on the statistics of registered shareholders kept by Euroclear Sweden AB on August 31, will be contacted by the Board of Directors. If any of the four largest shareholders wishes to abstain from its right to appoint a member to the Nomination Committee, the right to appoint such member shall transfer to the subsequent largest shareholder. The Nomination Committee’s mandate period runs until a new Nomination Committee has been appointed. The Chairman of the Nomination Committee shall, unless the members agree otherwise, be the member representing the largest shareholder. Fees will not be paid to the members of the Nomination Committee.
If a material change occurs in the ownership structure after the appointment of the Nomination Committee, the Nomination Committee’s composition shall be changed in accordance with the abovementioned principles.
The Nomination Committee shall be entitled to incur costs for the Company for e.g. recruitment consultants and other consultants deemed necessary to fulfil the its tasks.
The Nomination Committee shall also perform tasks assigned to it in accordance with the Swedish Code of Corporate Governance.