Charter of the Board of Directors

In accordance with the charter of the Board of Directors, the Board shall:

  • assume responsibility for all other duties stipulated for Boards of Directors in the Companies Act and elsewhere,
  • decide on Group strategy,
  • review and approve the interim reports, consolidated financial statements and Annual Report,
  • confirm the Group’s business plan, budget and investment plan,
  • decide on individual investments, acquisitions, divestments or corporate restructuring and contingent liabilities that are strategically or financially significant,
  • confirm the Group’s risk management and reporting procedures,
  • confirm the Group’s insurance policy,
  • approve the Group’s financing policy,
  • decide on the compensation and incentive schemes for Group management,
  • proposes dividend payout amount to the Annual General Meeting,
  • appoint the company’s President and CEO and decide on his compensation,
  • approve the recruitments and compensation of direct reports of the company's President and CEO
  • annually evaluate its operations.
  • as long as there is no audit committee, arrange the following tasks:
  • monitor the reporting process of financial statements,
  • supervise the financial reporting process,
  • monitor the efficiency of the company’s internal control, if applicable internal audit, and risk management systems,
  • review the description of the main features of the internal control and risk management systems pertaining to the financial reporting
  • process, which is included in the company’s corporate governance statement,
  • monitor the statutory audit of the financial statements and consolidated financial statements,
  • evaluate the independence of the statutory auditor or audit firm, particularly the provision
  • of related services to the company to be audited, and
  • prepare the proposal for resolution on the election of the auditor.