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Board of Directors

The board of directors of Elekta AB is appointed by the annual general meeting of shareholders for a period until the end of the next annual general meeting of shareholders. The board is responsible for the organization of Elekta AB and the management of the Company’s operations in the interest of the Company and all shareholders.

Composition and independence of the board of directors

The board of directors comprises nine members. The members of the board are Laurent Leksell, who is also the chairman of the board, Luciano Cattani, Annika Espander Jansson, Caroline Leksell Cooke, Johan Malmquist, Tomas Puusepp, Wolfgang Reim, Jan Secher and Birgitta Stymne Göransson. There are neither deputy board members nor employee representatives on the board. The general counsel serves as secretary for the board.

The composition of the board meets applicable independence requirements as six of the nine members of the board have been deemed independent in relation to the Company, the executive management and major shareholders. These six members are: Luciano Cattani, Annika Espander Jansson, Johan Malmquist, Wolfgang Reim, Jan Secher and Birgitta Stymne Göransson.

Responsibility

The board’s work is regulated by the Swedish Companies Act, the articles of association, the corporate governance code and the working instructions for the board of directors. The board is responsible for the organization of Elekta AB and the management of the company’s operations in the interest of the company and all shareholders. This includes appointing a President and CEO who is responsible for managing the day-to-day operations in accordance with instructions from the board. The responsibilities for the board also include:

  • Establishing overall goals and strategy
  • Defining guidelines to govern ethical conduct with the purpose of ensuring the long-term ability to create value
  • Ensuring an effective system for follow-up and control of the company’s operations and risks that the company and its operations are exposed to
  • Ensuring a satisfactory process for monitoring compliance with laws and regulations and other regulatory compliance requirements applicable for the company as well as compliance with internal company regulations
  • Ensuring that external information and communications are characterized by openness, and that they are accurate, reliable and relevant

The working instructions for the board of directors establish that the board is to:

  • Hold at least seven ordinary meetings per year
  • Adopt finance and foreign exchange policies
  • Adopt a code of conduct
  • Approve a long-term plan and budget, including an investment budget
  • Approve investments and similar decisions where the amount of the transaction exceeds SEK 5 M if such a transaction falls outside the approved investment budget
  • Decide on acquisition or sale of real property or shares, or acquisition or sale of the assets of, or a major part of the assets of, another company
  • Decide on the establishment and liquidation of subsidiaries
  • Adopt guidelines for remuneration of senior executives to be approved by the annual general meeting of shareholders
  • Decide on terms of employment for the President and CEO according to guidelines for remuneration of senior executives approved by the annual general meeting of shareholders
  • Adopt the annual report, year-end report and interim reports

Within the board, there is no special distribution of responsibilities among the members of the board in addition to the duties that the board has delegated to the executive compensation and capability committee and to the audit committee respectively.