The board has established sub-committees to serve as preparatory and advisory bodies for the board.
The Company shall have a nomination committee in accordance with its Articles of Association. The provisions regarding the nomination committee was implemented by the general meeting held 30 August 2011. The same general meeting adopted instructions for the nomination committee. The nomination committee shall consist of three persons, and be elected for a term of two years at a time.
Pursuant to the Articles of Association of the Company, the nomination committee shall give recommendation to the general meeting on election of and compensation to Board members and the nomination committee. The proposal shall be justified.
The nomination committee currently comprises the following members:
- Steinar Mejlænder-Larsen (chair)
- Leiv Askvig
- Helene Langlo Volle
The audit committee is a preparatory and advisory body for the board. It is elected by and from among the directors, and must comprise at least two directors. At least one of these should have experience from the exercise of accounting or financial management, or of auditing. Members are appointed by the board, and changes to its composition are made when the board might wish to do so or when the members cease to be directors of the company. The audit committee currently comprises the following members:
- Gisele Marchand (chair)
- Tore Myrvold
- Camilla Wahl
The company’s auditor also attends all the meetings.
The board has adopted separate instructions for the audit committee, which will, among others:
- review the company’s quarterly, annual and related reports, including sustainability reporting, and prepare the board’s follow-up of the financial reporting process
- maintain ongoing contact with the company’s elected auditor concerning the audit of the annual financial statements
- assess and monitor the independence and objectivity of the auditor and particularly to what degree services other than audit are provided by the auditor
- assess the quality of the external audit, be responsible for preparing the company’s choice of auditor and make its recommendation
- ensure that the company has established sufficient and suitable processes for internal control and risk management to ensure that laws and regulations closely tied to financial and non-financial reporting are followed
THE REMUNERATION COMMETTEE
The remuneration committee serves as a preparatory and advisory body for the board, comprising up to three directors who are independent of the company’s executive management. The members of the remuneration committee are appointed by the board for two-year terms or until they cease to be directors of the company. The remuneration committee currently comprises:
- Olav Hindahl Selvaag (chair)
- Gisele Marchand
- Øystein Thorup
The board has adopted separate instructions for the remuneration committee. It must, among other things:
- prepare issue for consideration by the board concerning salary and terms of the chief executive
- prepare the board's processing of scorecards/KPIs as a basis for the bonus assessment for senior executives
- prepare the board's consideration of issues of principle related to salary levels, bonus systems, pension terms, employment agreements and the like for the company's senior executives
- address special issues related to compensation for employees in the group to the extent that the committee finds that these affect matters of particular importance to the group's competitive position, profile, recruitment ability, reputation, etc.