Akademiska Hus Annual Report

GovernanceIn 2007, the Board met as follows:JanuaryYear-end reportMarchAnnual Report, investmentsApril (Two meetings) Quarterly report, investments, rules of procedurefor the Board, allocation of responsibilityand authorisation, election of members of theFinance Committee, Remuneration Committeeand Audit Committee.JuneInvestments, strategic issuesAugustInterim reportSeptember InvestmentOctoberInterim report, investments, Ethics PolicyDecember Business plan and budget for 2008, includingoverall working environment and environmentalobjectives, finance policy and finance plan,equality and diversity plan, investments, evaluationof the Board.The Board held ten meetings during the year at which minutes weretaken. The Board members receive written documentation regardingthe agenda well in advance of each Board meeting.Attendance by the members of the Board can be seen in thetable below.Attendance by the members of the Group BoardNumber of meetings during 2007: 10Board membersNumber of meetings attendedNumber of meetingswhich the memberdid not attendEva-Britt Gustafsson 7 (Elected to the Board at theAnnual General Meeting on April 19)Charlotte Axelsson 7 3Sigbrit Franke 9 1Marianne Förander 10Maj-Charlotte Wallin 8 2Per Granath 10Claes Ljungh 3 (Resigned from the Board at theAnnual General Meeting on April19)Parzin Seradji 10Sveinn Jonsson 10Göran Wendel 7 3Ingemar Ziegler6 (Elected to the Board at theAnnual General Meeting on April 19)1Control structure, Akademiska HusExternal control rules:• IFRS• Companies Act• Swedish CorporateGovernance Code• Annual Accounts Act• Bookkeeping ActState as ownerAnnual MeetingBoardPresidentGroup ManagementExecutiveManagementRegional companyboardsRegionalmanagement teams• State owner guidelinesFinance CommitteeAudit CommitteeRemunerationCommitteeInternal control:• Rules of procedure forthe Board• Allocation of responsibilityand authority• AkaVision• President's decisions• Policies• Directives• Guidelines• Business plan and budgetBoard committeesFinance CommitteeMembers Duties Number ofmeetingsduring 2007Eva-Britt GustafssonGöran WendelPer GranathThe task of the Committee is toprepare and monitor financing issuesand provide assistance to the Boardin the handling of these issues.3Audit CommitteeMembers Duties Number ofmeetingsduring 2007Eva-Britt GustafssonMaj-Charlotte WallinIngemar ZieglerMarianne FöranderThe task of the Committee is toassist the Board in matters related tofinancial risk, reporting and control,property valuation, application ofaccounting principles, external auditsand to assist the owner in the electionof auditors.3Remuneration CommitteeMembers Duties Number ofmeetingsduring 2007Eva-Britt GustafssonSigbrit FrankeCharlotte AxelssonThe task of the Committee is to preparedecisions regarding salary andterms and conditions of employmentfor the President and the ExecutiveManagement.NorecordedmeetingsThe meetings can also be attended by the Head of Accounting andFinance, the Treasurer, the Planning Director and the President forthe purposes of presentation. All members attended the meetingsduring the year. Feedback on the work of the committees is presentedto the Board. An examination is made at each Board meetingof the minutes from each of the committees.Company management and the PresidentAkaVision is the overall instrument for control of the Group. Thevision is put into practice each year in an overall business plan.Corporate governance proceeds from the Group Managementand Executive Management. The Group Management comprises theCEO, Planning Director, Treasurer, Head of Accounting and Finance,IT Manager, Director of Corporate Communications, Technical Directorand General Counsel. The Executive Management comprises theCEO, Planning Director and the six heads of the regional companies.The President, who is also the CEO, leads operations within theframeworks decided by the Board. The heads of the regional companiesand the members of the Executive Management report to the CEO.The Group Management supports the President in leadingoperations, primarily running and developing the control process, themanagement system and the support processes as well as preparingmatters for the Group Board. The Group Management is the processowner for the support processes except Construction projects.The Executive Management supports the President in leadingoperations, primarily running and developing the Group’s main process.The task of the Executive Management is also to act as adviserto the CEO on business and strategy issues related to operations.The Executive Management is the process owner for the main processand the support process Construction projects.The Parent Company units are responsible for financial reportingfor the Group, financing, human resources, IT, law, corporatecommunications and other matters of a Group nature. Certain Groupareas, such as environment and energy, are dealt with through a networkof persons from different parts of the Group.68 Akademiska Hus Annual Report 2007 | Group corporate governance report