Annual report 2011 - Trelleborg

CORPORATE GOVERNANCE REPORT
THE BOARD OF DIRECTORS
Name Anders Narvinger Hans Biörck Claes Lindqvist Sören Mellstig Peter Nilsson Bo Risberg
Position Advisor for
Skanska AB.
Qualifications M.Sc. Eng., Faculty of
Engineering, Lund University,
and B.Sc. Business
and Economics, Uppsala
University.
Year elected 1999. Chairman of the
Board since 2002.
Graduate in business
administration.
President of Henry
Dunkers Förvaltnings AB.
Graduate in business
administration and
M.Sc. Eng.
Graduate in business
administration.
President and CEO. President and CEO of
Hilti Corporation,
Liechtenstein.
M.Sc. Eng. MBA and B.Sc. Eng.
2009 2004 2008 2006 2010
Born 1948. 1951 1950 1951 1966 1956
Nationality Swedish Swedish Swedish Swedish Swedish Swedish
Other assignments Chairman of Alfa Laval AB Board member of the Executive Director of Chairman of Apotek Board member of Beijer Board member of
(publ), Coor Service Dunker Funds and Henry and Gerda Dunkers’ Hjärtat, Textilia, Ferrosan Alma AB (publ), Trioplast Grundfors Holding A/S.
Management AB and Foundations, the
Foundation and Founda- MD A/S. Neron HSU AB Industrier AB and The Board member of IMD
TeliaSonera (publ) and Swedish Financial
tion No. 2. Board member and the Swedish Defence Chamber of Commerce Supervisory Board.
Capio. Board member of Reporting Board and of Dunker Foundations, Research Agency (FOI). and Industry of Southern
JM AB, Pernod Ricard SA SF Bio AB.
Svenska Handelsbanken Board member of Dako Sweden.
and ÅF AB.
South Region, Novotek
AB (publ), among others.
A/S.
Dependence No. Yes. Dependent in relation Yes. Dependent in rela- No. Yes. Dependent in relation No.
to the company’s major tion to the company’s
to the company as a
shareholders through major shareholders
result of his position as
his assignment on behalf through his assignment
Trelleborg’s President.
of Trelleborg’s main owner, on behalf of Trelleborg’s
Dunker Funds and main owner, Dunker
Foundations.
Funds and Foundations.
Previous experience A number of senior man- CFO of Skanska AB, Autoliv A variety of senior President and CEO of Business Area President, Various management
agement positions in the Inc. and Esselte AB. positions at ASEA and Gambro and CFO and Vice Trelleborg Engineered positions at AT Kearney
ABB Group, including
Åkerlund & Rausing as President of Incentive. Systems and other posts and with ABB in Sweden
President and CEO of ABB
well as President and
within the Trelleborg and Canada.
Sweden and President of
CEO of Höganäs AB and
Group, as well as manage-
The Association of Swedish
Engineering Industries.
Öresundskraft AB.
ment consultant at BSI.
Own and related- 30,404 shares. – 30,404 shares. 95,809 shares. 80,572 shares and 9,011 shares.
party holdings 2011
100,000 call options.
Own and related- 30,404 shares. – 30,404 shares. 60,809 shares. 80,572 shares and 5,000 shares
party holdings 2010
100,000 call options.
Audit Committee Member
– Member
Member
attendance
5 of 5
5 of 5
4 of 5 1)
– –
Finance Committee Member
– Member
Member
attendance
5 of 5
5 of 5
3 of 5 2)
– –
Remuneration Com- Chairman
Member
Member
– – –
mittee attendance 5 of 5
5 of 5
5 of 5
Board meeting Chairman
Member
Member
Member
attendance
9 of 9
9 of 9
9 of 9
8 of 9 1)
Member
Member
Remuneration
2011*
9 of 9
9 of 9
Board, SEK 000s 1,050 400 400 400 – 400
Committee, SEK 000s 150 50 150 100 – –
Total 2011, SEK 000s
Remuneration
2010*
1,200 450 550 500 – 400
Board, SEK 000s 950 360 360 360 – 360
Committee, SEK 000s 150 50 150 100 – –
Total 2010, SEK 000s 1,100 410 510 460 – 360
1) Not present at meeting 1, 2011.
2) Not present at meeting 1 and meeting 3, 2011.
* Remuneration paid to the Board of Directors for the period May 2011 – April 2012.The fees paid to the members of the Board
of Directors elected by the Annual General Meeting are approved by the Annual General Meeting based on the proposals of the Nomination
Committee. For 2011, remuneration was paid as per the table above. Remuneration is not paid to members of the Finance Committee.
No consulting fees were paid to Board members. Remuneration is not paid to Board members who are also employed by the Group.
Remuneration excludes travel allowances.
38 Annual Report 2011 Trelleborg AB
For additional information
concerning remuneration,
see Note 3, pages 81-82
GRI: 4.5