CMD Message

The Responsibilities of the Board of Directors
The Board of Directors is responsible for the organization and administration of the company and the Group in accordance with the Indian Company Act and also appoints the President and CEO, the Audit Committee and the Remuneration Committee. In addition, the Board of Directors determines the President and CEO’s salary and other remuneration. The Board meets a minimum of six times annually. The Board of Directors of CSS AB have approved a number of policies that apply to governance.

The Board ensures the quality of financial reporting through Group Policies, procedures and frameworks, clear structures with defined responsibilities and through documented delegation of authority. The board has formed a Remuneration Committee and an Audit Committee.

The work of the Board of Directors The activities of the Board of Directors and the division of responsibility between the Board and Group Management are governed by formal procedures documented in a written instruction, which is adopted by the Board each year after the Annual General Meeting. According to these procedures, the Board should determine, among other things, the Group’s overall strategy, corporate acquisitions and property investments above a certain level, and establish a framework for the Group’s operations through the Group’s business plan. The Board also plays an important role in the ongoing process of identifying and evaluating significant risks faced by the Group.

The procedures include a work instruction for the President and CEO, as well as instructions for financial reporting. The procedures also prescribe that an annual evaluation of the work of the Board of Directors should be carried out. On a yearly basis, all Board members submit their answers to a questionnaire issued by the Nomination Committee about the quality of the work in the Board. Based on this report, an evaluation is made in the Board and in the Nomination Committee.