Board of Directors
The Board of Directors of Aktia Bank plc oversees that the Aktia Group is managed efficiently and follows prudent business principles in accordance with the provisions of applicable laws, and the bank's Articles of Association. The Board of Directors approves the bank's business strategy, strategic objectives, risk strategy and systems for management and governance as well as monitors and oversees them. The Board of Directors also appoints Aktia Bank plc´s Managing Director.
Election of the Board of Directors and Principles concerning diversity of Board of Directors
The members of the Board of Directors are appointed for a period reaching from the General Meeting to the next General Meeting. Appointments are prepared by a Shareholders' Nomination Board (länk) comprising representatives of the five largest shareholders.
The Board of Directors shall be composed in a way that takes the company's business operations, development stage and other circumstances into consideration; diversity and broad range are key in respect of the members' fields of expertise, experience and background in general as well as their regional distribution and language background, and an equal distribution according to sex shall be pursued. The Board of Directors shall be experienced in banking business and risk management related to it. The expertise and experience of the Board of Directors is evaluated collectively. The preparation of nominations to the Board of Directors is based on an overall evaluation of the Board of Director's profile of expertise. The suitability and trustworthiness of members of the Board of Directors is evaluated before they are nominated and later on a regular basis. Detailed principles for the nomination of Board members are stipulated in the Charter for the Shareholders' Nomination Board. The objective is, at all times, to ensure the competence and diversity of the Board of Directors required by a sound corporate culture, to preserve shareholder value through effective monitoring of business operations, and to increase shareholder value with insight and strategic thinking.
In order to ensure that members of the Board of Directors have enough time for the position, the Board member's main position, number of boards the person is on and other positions are monitored before the person is nominated and later on a regular basis.
New board members are introduced in their tasks with an introduction programme comprising Aktia Group's business operations, risk management and other systems for management and governance.
The Board of Directors consists of 7 members. The company's Principles concerning diversity of Board of Directors (available in Swedish) have been taken into account in the composition of the Board of Directors. The share of female board members is 50 per cent.
Apart from assignments given by the Board of Directors to its members in individual cases, Board members do not have individual duties related to the governance of the Group. The Board has set up three separate committees to deal with matters concerning risk management, auditing as well as remuneration and Corporate Governance. The rules of procedure adopted by the Board of Directors define, in greater detail, the general duties of the Board and its committees, meeting procedures, meeting minutes, ordinary meeting business, preparation and presentation of matters to be dealt with at Board meetings and procedures for executive management reports to the Board of Directors and from the Board of Directors to the Board of Supervisors.
The work of the Board of Directors is evaluated regularly.
The Board of Directors convened 12 times in 2016. In addition, the Board of Directors adopted separate decisions on 6 occasions concerning matters that fell under its authority.