Corporate governance

Sectra is a public Swedish limited-liability company, listed on the Nasdaq Stockholm exchange since 1999. The company’s highest decision-making body is the General Meeting, which is normally held once a year in the form of an Annual General Meeting (AGM).  Sectra applies the Swedish Code of Corporate Governance (“the Code”).

Governance structure at Sectra

Sectra’s corporate governance structure is defined by external legislation, self-regulating standards and internal regulations. Management and control of the Sectra Group is divided between the shareholders, the Board of Directors and the President. The company’s highest decision-making body is the General Meeting.

Annual General Meeting

At the Annual General Meeting (AGM) shareholders exercise their voting rights to make decisions concerning the make up of the Board and other central issus in accordance with Swedish corporate legislation and Sectra’s Articles of Association. It appoints Sectra’s Board of Directors, which is the company’s highest administrative body and is responsible for managing the company’s affairs, safeguarding and promoting a healthy corporate culture and identifying how sustainability topics impact the company’s risks and business opportunities. The AGM also appoints the external Auditor.

Nomination committee

The propositions presented for approval by the AGM regarding election and fee matters are submitted by the company’s Nomination Committee, whose members are appointed in accordance with the decision of the AGM.

The Board of Directors, the Chairman of the Board and Committees

The Board appoints the President, who is responsible for ongoing administration and for coordinating the operations according to prevailing law, the Articles of Association, the Board’s formal work plan, the directive for the President and instructions for financial reporting as well as other guidelines and instructions provided by the Board.

The Chairman of the Board leads the activities of the Board and is responsible for ensuring that the other Board members regularly receive the information necessary to ensure that the quality of the Board’s activities is maintained, and that they are conducted in compliance with the Swedish Companies Act.

Sectra’s Board of Directors has established an Audit Committee and a Remuneration Committee, see the section Board committees.

The President and Executive Group Management

The President and Chief Executive Officer upholds the operative control of the Sectra Group. The President provides the Board members monthly with the information needed to monitor the status of the Company and the Group and keeps the Chairman of the Board informed about the operations on an ongoing basis. The Executive Group management deals with Group-related issues in addition to operative matters related to the business areas.

Governance structure