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Board Committees

To support the Board in its duties, the Board has established and appointed a Finance, Risk and Audit Committee and a Nomination and Compensation Committee. These committees, which became into effect after the annual general meeting in April 2015, are charged with reviewing issues pertaining to their respective fields that are due to be considered at board meetings.


Finance, Risk and Audit Committee

The Board has elected the following members to the Finance, Risk and Audit Committee:

  • Erik G. Hansen (Chairman)
  • Anders Gersel Pedersen
  • Frank Verwiel

Committee Charter (pdf)

In 2017, the committee held six meetings, including one conference call and dealt with the following main matters: 

  • Reviewed and proposed to the Board the annual report 2016 & CSR report 2016 to be approved
  • Reviewed and proposed to the Board the quarterly statements for Q1, Q2 and Q3 of 2017 to be approved
  • Reviewed and proposed to the Board the auditors book and the audit plan to be approved
  • Monitored and controlled the auditors’ independence, objectivity and competence
  • Reviewed and proposed to the Board the election of auditors at the next AGM
  • Monitored and reported to the Board about significant accounting policies; significant accounting estimates; related party transactions; and uncertainties and risks, including in relation to the outlook for the current year
  • Monitored and reported to the Board about capital resources and structure
  • Discussed audit legislation and key issues with the auditors
  • Monitored the internal currency, investment, counterpart and financing policies
  • Reviewed and assessed the reports on the internal control and risk management systems
  • Monitored the Company’s internal control and risk management culture
  • Met with the auditors without the CFO or other members of the Executive Management
  • Assessed the need of an internal control function
  • Reviewed and approved the SOX-project to be continued at a slower pace
  • Reviewed and proposed to the Board the procedures of the committee to be approved
  • Made an evaluation of the committee
  • Updated the annual wheel for activities in the committee
  • Reviewed and approved extra work to be carried out by the Auditors in connection with the filing of the Advanced Pricing Agreement to the U.S. and Danish Tax Authorities

Nomination and Compensation Committee

The Board has elected the following members to the Nomination and Compensation Committee:

  • Gerard van Odijk (Chairman) 
  • Peter Kürstein
  • Elizabeth McKee Anderson

Commitee Charter (pdf)

In 2017, the committee held nine meetings, including six conference calls and dealt with the following main matters: 

  • Reviewed and proposed to the Board the remuneration levels for 2017 for the Board and its sub-committees to be approved by the Annual General Meeting
  • Reviewed the remuneration levels for 2017 for the Executive Management
  • Reviewed the short and long term incentive programmes for the Executive Management and other members of the senior management and recommended to the Board the structure of the programmes for 2017
  • Performed a Board and Executive Management assessment process
  • Performed a Board and Executive Management composition review, including desired competences and qualifications required by the Board and Executive Management and an assessment of their combined competences
  • Discussed long term succession planning for the Board, including the future composition of the Board