Any company operating in compliance with the Code must have a nomination committee.
The annual general meeting makes decisions on the procedure concerning the appointment of nomination committee members, along with guidelines for the work of the nomination committee on formulating proposals for the next annual general meetings. According to the Code, the nomination committee must have at least three members, and the majority of these must be independent in relation to the company and the Senior Management. At least one of the members of the nomination committee must be independent in relation to the largest shareholder in terms of votes in the Company or groups of shareholders interacting with regard to administration of the Company.
The Company decided at the 2016 annual general meeting held to establish a nomination committee pursuant to the following main principles. The adopted principles shall apply until a resolution regarding changing the procedure for nominating the Nomination Committee is passed by the General Meeting. The nomination committee shall comprise four members, of which one member shall be the Chairman of the Board. Other members of the nomination committee shall be appointed by the three largest shareholders in terms of numbers of votes as at the last banking day in August the year prior to the annual general meeting. Chairman of the nomination committee shall, if the members of the committee unanimously do not agree otherwise, be the member that represents the shareholder controlling the largest number of votes. The names of the members of the nomination committee shall be published on the Company’s website. No remuneration shall be paid to the members of the nomination committee.