9.1 The board of directors should produce an annual plan for its work, with particular emphasis on objectives, strategy and implementation.
9.2 The board of directors should issue instructions for its own work as well as for the executive management with particular emphasis on clear internal allocation of responsibilities and duties.
9.3 A deputy chairman should be elected for the purpose of chairing the board in the event that the chairman cannot or should not lead the work of the board.
9.4 The board of directors should consider appointing board committees in order to help ensure thorough and independent preparation of matters relating to financial reporting and compensation paid to the members of the executive management. Membership of such sub-committees should be restricted to members of the board who are independent of the company’s executive management.
9.5 The board of directors should provide details in the annual report of any board committees appointed.
9.6 The board of directors should evaluate its performance and expertise annually.
The instructions for the board of directors are comprehensive and were last revised on 14 November 2006. The instructions comprise the following items: purpose, the board of director’s duties, responsibilities and authority, board meetings, the group CEO’s duties in relation to the board, participation in board meetings, case preparation and documentation, procedures in meetings, minutes, obligation of confidentiality.
The chairman of the board is responsible for the board of directors’ work being carried out in an effective and proper manner in accordance with the duties the board of directors has. The group CEO is responsible for the company’s executive management. The board has drawn up special instructions for the group CEO.
The board of directors has considered, but opted to not establish permanent board committees. The board shows particular diligence in connection with cases related to financial reporting and fees for the executive management that naturally should be prepared by a compensation or auditing committee. In addition, parts of the board of directors are constituted as ad hoc working groups. In cases where board committees are used, they are considered to be for case preparation where final decisions are to be made by the board of directors.
An audit committee will be established during 2008.
The board’s work is under regular review. In this connection the board also evaluates itself in relation to corporate governance. However, no formal evaluation of the board’s work has been produced, this will in the future be included in the board’s annual plan.
The company has no other deviations from the code of practice.