Board Committees
Audit Committee
The Audit Committee is appointed annually by the Board, and its purpose is to consider issues regarding tendering and remunerating auditors on behalf of the Board, including reviewing and surveying the auditors’ impartiality and independence, considering plans for auditing and the related reporting, to quality assure the company’s financial reporting, and to meet the company’s auditors on an ongoing basis to stay informed on the orientation and scope of the audit. The Audit Committee’s tasks include monitoring external auditors’ activities, and the company’s internal control systems, monitoring the current risk situation and the company’s financial information, and other issues the Board assigns the Committee to consider. The Committee has not been authorised to make any decisions on behalf of the Board.
The members of the Audit Committee are:
- Ulrik Svensson (Chairman)
- Mario Fontana
- Gun Nilsson
Remuneration Committee
The Remuneration Committee is appointed by the Board annually, and its task is to consider issues regarding remuneration to the CEO and executives that report directly to the CEO, on behalf of the Board, and other similar issues that the Board assigns the Committee to consider. The Committee has not been authorised to make any decisions on behalf of the Board.
The members of the Remuneration Committee are:
- Melker Schörling (Chairman)
- Gun Nilsson
Nomination Committee
Hexagon’s Annual General Meeting resolves on procedures for the appointment and work of the Nomination Committee. The Annual General Meeting has resolved that the Nomination Committee’s assignment shall comprise the preparation and presentation of proposals to the shareholders at the Annual General Meeting on the election of Board members, Chairman of the Board and Chairman of the Meeting. In addition, the Nomination Committee presents proposals regarding appointment of auditors, remuneration to the Board of Directors (including for committee work) and the auditors.
The Nomination Committee shall consist of five members selected by the Annual General Meeting. In case a shareholder, who a member of the Nomination Committee represents, is no longer one of the major shareholders of Hexagon, or if a member of the Nomination Committee is no longer employed by such shareholder, or for any other reason leaves the Committee before the Annual General Meeting, the Committee shall be entitled to appoint another representative among the major shareholders to replace such member. No fees are paid to the members of the Nomination Committee.
At the Annual General Meeting 2012, Mikael Ekdahl (Melker Schörling AB) and Jan Andersson (Swedbank Robur fonder) were re-elected and Anders Oscarsson (AMF Fonder) and Tomas Ehlin (Nordea Fonder) were newly elected as members of the Nomination Committee in respect of the Annual General Meeting 2013. Mikael Ekdahl was appointed Chairman of the Nomination Committee. Shareholders who wish to contact the Nomination Committee can send a letter addressed to Hexagon AB (publ), "Nomination Committee", Box 3692, SE-103 59 Stockholm.
