LEAX has established two committees: the Remuneration Committee and the Audit Committee.
The Board has established a Remuneration Committee. The Remuneration Committee currently consists of three members: Roger Berggren (Chair), Lars Wrebo and Jessica Alenius. Except Roger Berggren, all members of the Remuneration Committee are independent of the Company and its management.
The main tasks of the Remuneration Committee are to:
- prepare the Board’s decisions on matters concerning principles for remuneration, remunerations, and other terms of employment for the senior management;
- monitor and evaluate programs for variable remuneration, both ongoing and those that have ended during the year, for the senior management;
- monitor and evaluate the application of the guidelines for remuneration to the senior executives that the annual general meeting is legally obliged to establish, as well as the current remuneration structures and levels in the Company;
- prepare and submit to the Board of Directors a draft of the remuneration report that the Company is required to prepare pursuant to the Swedish Companies Act;
- ensure that the Company’s auditor issues a written report on the compliance of the remuneration guidelines adopted by the last annual general meeting (where applicable);
- if the Company implements incentive plans for the Company’s employees, ensure that the incentive plans are evaluated annually; and
- perform other duties that the Code requires the Remuneration Committee to perform.
The Board has established an audit committee. The audit committee currently consists of three members: Jonas Lundgren (Chairman), Lars Davidsson and Bent Wessel-Aas. With the exception of Lars Davidsson, the members of the audit committee are all independent of the Company and its management.
The main tasks of the audit committee are to:
- monitor the Company’s financial reporting as well as provide recommendations and proposals to ensure the reliability of the reporting;
- in respect of the financial reporting, monitor the effectiveness of the Company’s internal control, internal audit, and risk management;
- assist the Board in its annual evaluation of the need for an internal audit function and, if such a function has not been established, assist the Board in preparing an explanation of the decision in the Company’s corporate governance report;
- annually evaluate the scope of the audit proposed by the Company’s auditors and follow up on the external audit work, including any special circumstances requiring special audit procedures;
- keeping informed about the Company’s IT security and performing assessments of the Company’s IT security environment
- keep informed about the audit of the annual report for the Company and the Group as well as the conclusions of the Swedish Inspectorate of Auditors’ (Sw. Revisorinspektionen quality control;
- inform the Board of Directors of the results of the audit and the way in which the audit contributed to the reliability of the financial reporting as well as of the function filled by the audit committee;
- review and monitor the impartiality and independence of the external auditor and, in conjunction therewith, pay special attention to whether the external auditor provides the Company with services other than auditing services;
- discuss material financial risk exposures and the steps that have been taken or are planned to be taken by the Company’s management to limit, monitor and control such exposures;
- assist the nomination committee in conjunction with the preparation of proposals to the general meeting’s resolution regarding the election of auditors; and
- develop guidelines for non-audit services that the Company may purchase from the Company’s auditors and assess the impact of such purchases on independence and objectivity and, if applicable, approve the purchase of such services from the Company’s auditors.