Work of the Board
According to the Board’s rules of procedure, seven ordinary meetings shall normally be held each year, in addition to the statutory meeting. The Board can also meet whenever circumstances demand.
In 2024, the Board held one statutory meeting, seven ordinary meetings and four extra meetings, a total of twelve meetings. The Board meetings in 2024 were held in Stockholm, Sweden except for one meeting in Linköping, Sweden in April and one meeting in Karlskoga, Sweden when the Board also visited the local operation within Dynamics.
The Board annually adopts rules of procedure, an instruction on the division of work between the Board and the CEO, and an instruction on financial reporting to the Board. The rules of procedure contain provisions on the number of Board meetings, a list of matters to be considered at the meetings, reporting from the auditor and special decisions to be taken at the statutory meeting. The rules of procedure and special instruction for the CEO set forth the delegation of responsibilities between the Board and its two committees, the Remuneration Committee and the Audit Committee, including the Chairman’s role, as well as the division of duties between the Board and the CEO.
The instruction for the CEO sets forth the CEO’s duties and authority, including matters which require a Board decision. Policies on investments, financing and reporting are also connected to the instruction.
The Board of Directors’ meetings follow an agenda. Prior to each meeting, Board members receive documentation and supporting material for the issues on the agenda. At each Board meeting the CEO presents a Market and Operations Report. A financial report is also presented at each Board meeting and is addressed in detail prior to the publication of the interim reports and the year-end report. The Board regularly considers investments, research and development, organisational issues, management of significant risk areas, and acquisitions and divestments of companies. The company’s heads of business areas are regularly invited to the Board to present their respective business area. The Board’s annual work includes deciding on the company’s business plan and strategy, which in 2024 were addressed in December. The Board meeting in December also considers the company’s budget for the coming year as well as Enterprise Risk Management. In December, the Board also addressed the performance targets in the company’s two performance-related share plans.
The work in the committees constitutes an important part of the Board’s work. After each meeting of the Audit and Remuneration Committees, the respective Chairman submits a report to the Board on the issues addressed at the meeting. The Board then adopts resolutions on any matters prepared by the committees.
During the year, the Board was assisted by the secretary of the Board of Directors, General Counsel Annika Bäremo, who is not a member of the Board.