Securitas AB Annual Report 2005

More documents

Recommendations

Info

Report of the Board of Directors – Corporate Governance shall at all times comply with the Stock Exchange Rules and other relevant rules and legal obligations that might apply to Securitas, as well as with general stock market practice. Communication shall also create a fl ow of consistent actions between our company, employees and the surrounding world. Moreover, communication shall make it possible to exchange ideas within the organization and to contribute to increasing the quality of our communication efforts. The Board is responsible for public communications regarding Corporate Governance matters and procedures for the work of the Board of Directors in Securitas AB. In addition, the Board of Directors is responsible for the company’s compliance with the rules of the Stockholm Exchange and shall also adopt a separate policy for insider trading in Securitas AB. Securitas’ management philosophy is based on decentralization, that is, responsibility and authority shall be as close as possible to the daily business. The CEO has the overall responsibility for Securitas’ communication except the areas of Board responsibilities. Divisional Presidents are responsible for communication of operational matters and business development regarding their specifi c area of responsibility. The divisional information should be of non-fi nancial character and should not impact the valuation of Securitas. Country and regional presidents are responsible for local media and market communication that are operational and of non-fi nancial character. The Group should always coordinate and approve all external communication that is expected to have any impact on the valuation of Securitas. The Group is fully focused on creating shareholder value, which includes providing the investment community with high quality fi nancial information The objective of Securitas Investor Relations department is to make sure that the company’s communications at all times comply with the applicable law and stock market rules and regulations that apply to Securitas as a listed company. Furthermore, the objective is to maintain an excellent relationship with the fi nancial community, including the fi nancial press, by pro-actively providing relevant and timely information in a professional manner. The policy include routines for year-end report and interim reports, the annual report, the Annual General Meeting, press releases, press and telephone conferences, road shows, investor meetings, capital market days and the company web site. Finally, the Communications Policy also covers crisis communication and information leaks. Insider Policy and records The Board of Directors of Securitas AB has adopted an Insider Policy as a complement to the insider legislation in force in Sweden. This policy is applicable to all persons reported to the Swedish Financial Supervisory Board as holding insider positions in Securitas AB (subsidiaries included) as well as certain other categories of employees. Each person covered by the Insider Policy is individually notifi ed thereof. The Insider Policy sets the routine for “closed periods,” where trading in fi nancial instruments issued by (or related to shares in) Securitas AB is prohibited during 30 days prior to the publication of fi nancial reports, the day of publication included. In addition, trading is prohibited during the two business days immediately following the day of publication of fi nancial reports. For individuals covered by the Insider Policy, the rule is that acquired fi nancial instruments issued by (or related to shares in) Securitas AB, the corresponding number of fi nancial instruments may not, be sold until three months after the acquisition, at the earliest. However, listed shares in Securitas AB may be sold within the three month-period if the share price has decreased below the acquisition price. The list of persons holding an insider position in Securitas AB, which is kept by the Swedish Financial Supervisory Board, is regularly reviewed. Securitas AB also maintains an internal insider register in accordance with the instructions issued by the CEO. Such register shall include, inter alia, information about all persons having access to inside information, the type of registered inside information and the date when the register was updated. An insider trading report covering all insider trading activities in Securitas AB, is presented every calendar quarter to the Board of Directors, the auditors and Group Management. Code of Conduct Securitas has adopted a Code of Conduct to ensure that the company upholds and promotes the highest ethical business standards. Securitas supports and respects fundamental human rights and recognizes the responsibility to observe those rights wherever Securitas operates. The company also believes in building relationships based on mutual respect and dignity with all employees. Securitas will not use forced, involuntary or underage labor and will respect the right of all employees to form and join trade unions. Securitas is an equal opportunity employer and does not tolerate bullying or harassment. Securitas also recognizes the importance of open communication with everyone who is in contact with the operations, including clients, workforce, investors and the general public. Review of the Corporate Governance Report As an extension of our audit assignment we have, upon Instruction from the Board of Directors, reviewed the Corporate Governance Report (page 124–129) of Securitas AB for 2005. Our review has not included the report of the Board of Directors on how the internal control dealing with the fi nancial reporting is organised and how well it has functioned during the most recent fi nancial year. The Corporate Governance Report has been drawn up in accordance with the guidelines set out in the Swedish Code for Corporate Governance. Stockholm February 17, 2006 PricewaterhouseCoopers AB Göran Tidström Anna-Carin Bjelkeby Authorized Public Accountant Authorized Public Accountant Auditor in charge 128 SECURITAS 2005
Organization of Corporate Governance Report of the Board of Directors – Corporate Governance SHAREHOLDERS ANNUAL GENERAL MEETING Nomination Committee Election of auditors BOARD OF DIRECTORS Remuneration Committee Audit Committee Business development, Group Management development Remuneration structure Business development, Divisions Business Business development, country/region Business GROUP MANAGEMENT DIVISION MANAGEMENT OPERATING UNIT Country/region, area, branch offi ce Reporting and accounting Financing/Treasury Risk/Assurance/Legal Acquisition Reporting and accounting Risk Reporting and accounting SECURITAS 2005 129 Risk
Page 1 and 2:
Securitas AB Annual Report 2005
Page 3 and 4:
Sales per region A world
Page 5 and 6:
A positive 2005 lays the foundation
Page 7 and 8:
A history of growth Securitas was f
Page 9 and 10:
The wheel of fortune Rationalizatio
Page 11 and 12:
Koncernen 12 Comments by the CEO 14
Page 13 and 14:
and customers have been convinced t
Page 15 and 16:
The Securitas Group - sales growth,
Page 17 and 18:
From multi-service providers to sec
Page 19 and 20:
The entire organization supports th
Page 21 and 22:
Our values Our values - Integrity,
Page 23 and 24:
New sales of customer contracts tha
Page 25 and 26:
25 20 15 10 5 0 Return on capital e
Page 27 and 28:
Risk business plans Each division a
Page 29 and 30:
Swedish GAAP IFRS MSEK 2001 2002 20
Page 31 and 32:
Income 2004 MSEK IFRS Q1 2004 IFRS
Page 33 and 34:
Market capitalization & Enterprise
Page 36 and 37:
Report of the Board of Directors -
Page 38 and 39:
Financial overview BDM, Switzerland
Page 40 and 41:
Financial overview Divestment of re
Page 42 and 43:
Page 44 and 45:
Security Services USA Security Offi
Page 46 and 47:
Security Services USA Security Offi
Page 48 and 49:
Page 50 and 51:
Security Services Europe In order t
Page 52 and 53:
Security Services Europe Securitas
Page 54 and 55:
Page 56 and 57:
Securitas Systems In the fall of 20
Page 58 and 59:
Securitas Systems Bell Security, ac
Page 60 and 61:
Page 62 and 63:
Direct Mikael Sundberg holds the fr
Page 64 and 65:
Direct Directs model for expansion
Page 66 and 67:
Page 68 and 69:
Cash Handling Services Route Superv
Page 70 and 71:
Cash Handling Services One of the s
Page 72:
Annual Report - Financial statement
Page 75 and 76:
Statement of cash fl ow MSEK NOTE I
Page 77 and 78: Supplementary information Securitas
Page 79 and 80: Financial statements - Notes and co
Page 81 and 82: net assets, and qualify for the hed
Page 83 and 84: Recognition and subsequent measurem
Page 85 and 86: NOTE 3 CRITICAL ESTIMATES AND JUDGE
Page 87 and 88: Table 3A. Maturity structure of iss
Page 89 and 90: a certain percentage of the fi nal
Page 91 and 92: NOTE 10 OPERATING EXPENSES Income s
Page 93 and 94: Notes and comments to the consolida
Page 95 and 96: Goodwill is tested on an annual bas
Page 97 and 98: NOTE 28 CHANGES IN SHAREHOLDERS’
Page 99 and 100: Pension cost MSEK IFRS 2005 Notes a
Page 101 and 102: Table 1A. Adjusted Consolidated Sta
Page 103 and 104: Free cash fl ow was not impacted by
Page 105 and 106: elating to the tax calculated on th
Page 107 and 108: Table 5. Consolidated Balance Sheet
Page 109 and 110: NOTE A GOODWILL MSEK Jan 1, 2004 De
Page 111 and 112: Statement of income MSEK NOTE Paren
Page 113 and 114: Parent Company changes in sharehold
Page 115 and 116: NOTE 42 PERSONNEL Average number of
Page 117 and 118: NOTE 50 LIQUID ASSETS Liquid assets
Page 119 and 120: To the Annual General Meeting of th
Page 122 and 123: Corporate Governance - Board of Dir
Page 124 and 125: Corporate governance - Report of th
Page 126 and 127: Report of the Board of Directors -
Page 130 and 131: Corporate Governance - Report of th
Page 132 and 133: Report of the Board of Directors -
Page 134 and 135: Corporate Information
Page 136 and 137: Corporate Information - Financial i
Page 138: Securitas Services Ltd. Berkshire H
show all

Securitas AB Annual Report 2005

Create successful ePaper yourself

Delete template?

Save as template?