Principles to appoint the nomination committee.
At the shareholders’ meeting 2017, principles for the appointment of the nomination committee was resolved upon. The following principles for the appointment of a nomination committee shall apply. The nomination committee shall be composed of the chairman of the board of directors and a representative for each of the three largest shareholders based on the shareholding in the Company as of 31 August the year before the annual shareholders’ meeting. Should a change in ownership, which occurs after 31 August the year before the annual shareholders’ meeting and before to three months prior to the annual shareholders’ meeting, result in that one or more of the shareholders having appointed representatives to the nomination committee no longer are among the three largest shareholders, representatives appointed by these shareholders shall resign. The shareholders who then are among the three largest shareholders may appoint their representatives.
The chairman of the board of directors shall convene the nomination committee. The member representing the largest shareholder shall be appointed chairman of the nomination committee unless otherwise unanimously agreed.
The nomination committee shall perform the duties of the nomination committee as set out in the Code, which, among other things, includes proposals for appointment of board members, chairman of the board and auditor. The nomination committee will also propose remuneration to the board members. The nomination committee’s proposals shall be presented in the convening notice made public before each annual shareholders’ meeting.