Committees

Remuneration Committee

The tasks of the Remuneration Committee are set out in section 9.1 of the Swedish Corporate Governance Code. The main tasks of the Remuneration Committee are to: (i) prepare decisions for the Board on matters regarding remuneration principles, remuneration and other employment terms for the CEO and senior executives; (ii) monitor and evaluate ongoing programmes and programmes concluded during the year for variable remuneration (e.g. long-term share-based incentive programmes) for the CEO, senior executives and other key individuals within Nelly Group; and (iii) monitor and evaluate the application of the guidelines for remuneration to senior executives that the AGM, in accordance with the law, will decide upon, along with applicable remuneration structures and remuneration levels in the company.

The Remuneration Committee consists of Ebba Ljungerud (Chair) and Axel Westphalen.

Audit Committee

The tasks of the Audit Committee are set out in Chapter 8, Section 49b of the Swedish Companies Act. The Audit Committee’s responsibilities are to (i) monitor the company’s financial reporting; (ii) in respect of the financial reporting, monitor the efficiency of the company’s internal controls, internal audits and risk management; (iii) stay informed on the audit of the annual report and consolidated accounts; (iv) review and monitor the impartiality and independence of the auditor, and therewith paying special attention to whether the auditor provides the company with services other than auditing services; and (v) assist with preparation of proposals to the AGM’s resolution on election of an auditor. The work of the Audit Committee is focused on, inter alia, matters such as evaluating the quality and accuracy of financial reporting, internal control, internal audit and risk assessments.

The Audit Committee consists of Lennart Sparud (Chair), Ebba Ljungerud and Axel Westphalen.