Questions about salary structuring and benefits for the Chief Executive Officer and management are addressed and approved by a remuneration committee. This committee consists of Johan Hjertonsson and Johan Menckel. The committee is a body within the company’s Board assigned to draft matters for the Board related to remuneration and other terms of employment for senior executive management. The committee also has the task of preparing guidelines regarding remuneration for other executive management, which the Board will present as a proposal to the Annual General Meeting. The Compensation Committee in 2018 had one recorded meeting.
Renumeration to the board and senior executives
A fixed salary for satisfactory work. In addition, there is the opportunity for variable compensation linked to the Company's earnings and capital tied up. The variable compensation can amount to a maximum of 30–50 percent of the fixed annual salary depending on the individual’s position of employment with the Company.
The Annual General Meeting held on 29 April 2019 approved the Board's proposal that the annual programmes for variable remuneration shall be able to be supplemented by a programme for long-term bonuses (LTI). The 2019-2020 LTI programme has been adopted for a minimum period of two years, and objectives shall be set in such a way that there shall be a particularly favourable development for the Company's shareholders. The outcome of the LTI programme which accrues to the senior executive (net after income tax), shall be reinvested in options or Nederman shares bought on the stock exchange. Options or Nederman shares will only be possible on condition of approval by the relevant future Annual General Meeting of Nederman. The reinvested shares and options shall be retained by the senior executive during the employment, though for at least three years. The 2019-2020 LTI programme covers two years and amount in maximum to 35 percent of the annual salary for the CEO and 20 percent of annual salary for other senior executives.
The Annual General Meeting 2018 decided that Nederman shall have an audit committee. The Audit Committee’s main purpose is to exercise supervision over the Group’s financial accounting and reporting and the audit of the annual accounts. The Audit Committee’s tasks include, among other things, responsibility for the preparation of the work of the Board’s work to ensure the quality of the financial reporting by reviewing the interim reports and the annual report and the consolidated financial statements. The audit committee should also prepare matters regarding the procurement of audit and other services from the auditor and preparing certain accounting and audit matters to be dealt with by the Board. The audit committee is governed by the rules of procedure adopted by the Board of Directors. The Committee has in 2018 convened on two occasions. The company’s auditor participated on these two occasions. The company’s auditor informs the Board of the result of their work and presents all accounts of the year’s audit and their view of the Company’s internal control system without the presence of any of the company management. The audit committee consists of the Board Members Ylva op Velde Hammargren and Sam Strömerstén.