The board's work
Here you will find information about the board's work, remuneration and potential changes in the Board of Directors for Axfood.
The Articles of Association prescribe that Axfood's board of directors shall consist of:
- a minimum of three and maximum of ten AGM elected ordinary directors with a maximum of two deputies.
- members who possess a well-balanced mix of expertise that is vital for managing Axfood's strategic work in a responsible and successful manner. Examples of such expertise include:
- knowledge about the retail industry
- corporate governance
- financial analysis
- compensation matters
- previous board experience.
- pay attention to diversity with e.g. respect to
- professional background.
On the Annual General Meeting (AGM) 2019 seven directors was elected to Axfood's Board, who each have important expertise and experience. Three directors and three deputies are appointed by the employees. Axfood's Chief Executive Officer, Klas Balkow and Axfood's Chief Financial Officer, Anders Lexmon are not members of the Board, but participates at board meetings in a reporting role. Axfood’s General Counsel, Sandra Brånstad, serves as
CHANGES IN THE BOARD DURING 2019
The AGM resolved, in accordance with the Nominating Committee's proposal. All board members was re-elected except for Antonia Ax:son Johnson, who declined re-election.
Mia Brunell Livfors was re-elected as Chairman of the Board.
At the statutory board meeting on 21 March 2019, Lars Olofsson was elected as Vice Chairman of the Board.
The Swedish Corporate Governance Code stipulates that the majority of the AGM-elected directors shall be independent in relation to the Company and the Company's management. At least two of these shall also be independent in relation to the Company's major shareholders.
Independence in relation to Axfood and the Executive Committee
Axfood's board has been judged to meet the requirements for directors' independence, as all of the AGM elected directors are independent in relation to the Company and the Executive Committee.
Independence in relation to Axfood's larger shareholders
Three of the directors, Fabian Bengtsson, Jesper Lien and Christer Åberg, are also considered to have met the requirement for independence in relation to the Company's major shareholders.
Five board members have been judged as non-independent in relation to the Company's major shareholders. Mia Brunell Livfors is President and CEO and Stina Andersson is Chief Operating Officer of Axfood's largest shareholder, Axel Johnson AB. Caroline Berg and Lars Olofsson serve as Chairman and director on Axel Johnson AB's board, respectively.
THE BOARD'S WORK
Each year the Board adopts a written work plan that lays out:
- the Board's responsibilities
- regulates the Board's and directors' internal division of duties
- the decision-making process within the Board
- the Board's meeting schedule
- summonses to board meetings
- agendas and minutes of board meetings
- the Board's work with accounting and auditing matters
- how the Board is to receive information and documentation as a basis for its work so as to be able to make well-grounded decisions.
Axfood's board holds a statutory meeting immediately after the Annual General Meeting. Thereafter the Board is to have at least four meetings per calendar year. Each of the regular board meetings follows a set agenda that is stipulated in the Board's work plan and includes such points as:
- the CEO's report
- financial reports
- strategic matters.
Prior to the board meetings, the directors received written material covering the items of business to be dealt with at each meeting.
The Board has chosen to appoint a compensation committee from among its members to deal with compensation matters more in-depth. The Board as a whole serves as an audit committee.
For the Boards's work 2018 see Corporate Governance Report 2018