The Nominating Committee shall comprise five members. The 2010 Annual General Meeting resolved that the Chairman of the Board shall be given a mandate to contact the company´s four largest shareholders and ask them each to appoint one representative to make up the Nominating Committee, together with the Chairman of the Board, for the period until a new Nominating Committee has been appointed in accordance with a mandate from the next Annual General Meeting.
In October 2011, and in accordance with the instructions adopted by the Annual General Meeting 2011, a Nominating Committee was appointed. In addition to Conny Karlsson (Chairman of the Board), Andy Brown (Cedar Rock Capital), Björn Lind (AMF & AMF Funds), William Lock (Morgan Stanley Investment Management), and William von Mueffling (Cantillon Capital Management) have been appointed members of the Nominating Committee. Andy Brown serves as Chairman of the Nominating Committee.
Pursuant to instructions established by the General Meeting, the Nominating Committee’s duties are to prepare and submit proposals to the General Meeting concerning the election of the Chairman of the Annual General Meeting, the election of the Chairman and other members of the Board, directors’ fees divided among the Chairman of the Board and other Board members, and any fees for committee work, as well as, if applicable, the election of and fees to be paid to the auditors.
In the autumn of each year the Board of Directors commissions an external consultant to conduct an evaluation of the Board as regards the conduct and functioning of the Board’s work. The Chairman of them Board informs the Nominating Committee about the outcome of the evaluation. This evaluation gives the Nominating Committee a basis from which to assess the competence and experience of the Board Members and the requirements for the future.
The Nominating Committee meets as often as necessary in order for it to be able to fulfil its obligations, although at least once a year.
Contacting the Nominating Committee
Shareholders may submit its proposals to the Company’s Nominating Committee at any time. However, any proposal should be submitted to the Committee no later than two months prior to the Annual General Meeting, so that the Nominating Committee can consider proposals received with due care.
Proposals shall be submitted to:
The Nominating Committee
c/o General Counsel Fredrik Peyron
Swedish Match AB
Box 7179
SE- 103 88 Stockholm, Sweden
E-mail:
Page updated Nov 29, 2011