Board committees

Audit Committee

The Audit Committee serves in a preparatory and oversight role with respect to the Company’s risk management, governance and control over financial reporting.

The Audit Committee held four meetings in 2023. The Company’s auditor participated at three of these meetings. The committee’s work entailed, among other things, maintaining regular contact with the auditor to ensure that the Company’s external reporting meets the requirements placed on a listed company, monitoring the effectiveness of the Company’s internal control over financial reporting, staying informed about the audit of the annual report and consolidated financial statements, and discussing the scope and focus of the audit work with the auditor. In addition, the Audit Committee reviewed and conducted oversight of the auditor’s impartiality and independence, and issued guidelines for which other services than auditing may be procured from the Company’s auditor. The Audit Committee also made a recommendation for election of the auditor to the 2023 AGM. The auditor reported on its observations to the Audit Committee on a regular basis.

Meetings of the Audit Committee are documented by minutes, which are reported on orally at board meetings. No fees have been paid to board members for their work on the committee.

Compensation Committee

The Compensation Committee is tasked with conducting preparatory work, following up and evaluating principles for compensation in the Company.

The Compensation Committee held three meetings in 2023. The committee’s work included following up and evaluating application of the compensation guidelines for senior executives that the AGM has decided on, preparing recommendations for compensation and other terms of employment for the CEO, and following up and evaluating long-term variable compensation programs that were concluded during the year. In addition, the committee addressed matters related to compensation structures and compensation levels in the Company as well as succession planning. The committee drafted the Board’s proposed remuneration report that was presented to the 2023 AGM, and prepared the Board's proposal for guidelines for compensation of senior executives to be decided by the 2024 AGM.

Meetings of the Compensation Committee are documented by minutes, which are reported on orally at board meetings. No fees have been paid to board members for their work on the committee.

Composition, independence conditions and attendance 2023