Remuneration

The board of directors

The amount of remuneration granted to the board of directors, including the chairman, is determined by resolution at the Annual General meeting. At the Annual General Meeting of the Company on April 10, 2019, it was resolved, in accordance with the nomination committee’s proposal, that the remuneration to the directors is to be SEK 750.000 in total, including remuneration for committee work (SEK 750.000 previous year) and shall be paid to the board of directors and the members of the established committees as follows; SEK 150.000 (SEK 125.000) to each director and the chairman of the board of directors is to receive SEK 300.000 (SEK 300.000).

The CEO and Group management

The board of directors decides on the remuneration policy for the CEO and Group management. Such policy is in accordance with the guidelines for remuneration of the CEO and Group management, as adopted by the Annual General meeting. Individual compensation to the CEO is approved by the board of directors, while individual compensation to other members of Group management is decided by the CEO conditioned upon approval by the chairman of the board of directors.

The Annual General meeting resolved to adopt the following guidelines for remuneration to the CEO and other senior executives, being members of the group management. The guidelines are mainly the same as last year.

The remuneration paid to the group management is to comprise fixed salary, possible variable remuneration, pension and other benefits, such as any company car and company healthcare etc. The total remuneration package should be based on terms prevailing in the market, be competitive and reflect the individual’s performance and responsibilities as well as, with respect to any share based incentive plans, the value growth of the Company’s share which is to the benefit of the shareholders.

Variable salary in cash is conditional upon the fulfillment of defined and measurable goals which should be determined by results. The variable salary in cash should at most amount to 50 percent of the annual fixed salary for the respective senior executive. Terms and conditions for variable salary shall give the board of directors the option to, under exceptional economic conditions, limit or refrain from payment of variable salary, if such action is deemed reasonable and consistent with the Company’s responsibility towards shareholders, employees and other stakeholders. Pension benefits should be defined contribution. The age of retirement follows the country specific pension rules.

A mutual notice period of 6 months applies for the CEO For other members of the group management mutual notice periods of 6 months, 3 months and 90 days, depending on the position of the member, apply. The CEO and up to one (1) other member of the group management shall, upon having their employments terminated by the Company, be entitled to severance pay amounting to not more than 24 months fixed salary. Of the other members of the group management shall up to one (1) be entitled to severance pay amounting to not more than 18 months fixed salary and one (1) member be entitled to severance pay amounting to 6 months fixed salary. No severance payment will be made when the employment is terminated by the employee.