In accordance with principles set out in the Code, the Board of Directors has appointed a Remuneration Committee consisting of three members. The Remuneration Committee’s members following the Annual General Meeting 2023 are Johan Menckel, Marcus Wallenberg and Bert Nordberg. Johan Menckel is the Chairman of the Committee. All are independent of the company and its management.
The Remuneration Committee’s assignments are to prepare the Board’s resolutions on remuneration principles, remuneration and other terms of employment for the Group Management, monitor and evaluate variable remuneration programmes for the Group Management, both ongoing and those ended during the year, and monitor and evaluate the application of the remuneration guidelines for senior executives adopted by the Annual General Meeting as well as the current remuneration structures and levels in the company.
The Remuneration Committee also proposes remuneration guidelines for senior executives, which, following resolution by the Board of Directors, are submitted to the Annual General Meeting. Matters concerning the employment terms, remuneration and other benefits for the CEO are prepared by the Remuneration Committee for resolution by the Board. The Remuneration Committee is responsible for interpretation and application of the remuneration guidelines for senior executives and to prepare (on behalf of the Board) a report regarding remuneration in accordance with the guidelines.
The Remuneration Committee has no decision- making powers of its own. In 2022, the Remuneration Committee focused especially on issues relating to the company’s long-term incentive programmes, including the proposed performance targets in the company’s two performance related share plans, a new Key Employee Plan with synthetic shares for 1,500 key employees (not the Board, CEO and Group management) and the preparation of a remuneration report. The Remuneration Committee keeps minutes of its meetings, which are distributed upon request to the other members of the Board.
In 2022, the Committee held three meetings. The General Counsel, Annika Bäremo, was secretary to the committee in 2022.
Compensation to Saab’s senior executives is indicated in Note 8 on page 116 in the Annual Report 2022.