The Audit Committee’s members following the Annual General Meeting 2023 are Joakim Westh (Chairman of the Committee), Sebastian Tham and Erika Söderberg Johnson, whereof both Joakim Westh and Erika Söderberg Johnson are independent of the company and its management as well as of the major shareholders. Moreover, all members of the committee have accounting or auditing competence.
In accordance with the principles set out in the Swedish Companies Act and the Code, the Board of Directors has appointed an Audit Committee consisting of three members. The work of the Audit Committee is mainly of a preparatory nature, i.e. preparing matters for resolution by the Board. The Audit Committee has certain limited decision-making power. For example, it has established guidelines for services other than auditing that the company may procure from the auditor.
The Audit Committee’s assignment is set forth in the Board’s rules of procedure. The Audit Committee shall, among other things, monitor the company’s financial reporting and submit proposals to ensure the integrity of the financial reporting, monitor the efficiency of the company’s internal control, internal audit and risk management in respect of the financial reporting, keep itself informed of the audit of the annual report and consolidated accounts, inform the Board of the results of the audit, review and monitor the auditor’s impartiality and independence, assist the Nomination Committee in preparing the proposal for the shareholders’ meeting’s election of the auditor and in certain cases procure auditing services, in addition to establishing guidelines for services other than auditing that may be provided by the company’s auditor. Moreover, the Audit Committee shall annually monitor and evaluate the efficiency and adequacy of the company’s anti-bribery and corruption program including the Code of Conduct, and keep itself informed of material deviations or non-compliance with the company’s anti- bribery and corruption program, including whistle-blower reports, through regular reporting from the Ethics and Compliance Board. The company’s external auditor normally participates in the meetings of the Audit Committee.
In 2022, the Audit Committee focused especially on current issues relating to the company’s financial position, procurement, the financial reporting, execution of major projects, budget, risk management, internal control, assisted the Nomination Committee with proposal for election of auditor and issues relating to the company’s business ethical rules.
The Audit Committee keeps minutes of its meetings, which are distributed upon request to the other members of the Board. In 2022, the Committee held five meetings. The General Counsel, Annika Bäremo, was secretary to the Audit Committee in 2022.