Audit Committee

The Audit Committee has the primary task of assisting the Board in its supervision and review of the internal and external audit processes, and has to review and ensure the quality of the Company’s external financial reporting. Furthermore, the Audit Committee supervises the internal control functions of the Company.

In performing its work, the Audit Committee is guided by a written charter, and instructions that the Board has determined, as well as the provisions contained in the Code. The Board has delegated the following decision making powers to the Audit Committee:

• The right to establish procedures for accounting, internal control and auditing issues.
• The right to determine the procedure for receiving and dealing with complaints received by the Company with regard to accounting, internal control or audit issues.

At the constituent Board Meeting following the AGM 2010, the Board appointed John Shakeshaft as the Chairman of the Audit Committee and Jere Calmes, Lars Berg and Erik Mitteregger as ordinary members. The membership of the Audit Committee meets the independence requirements laid out in the Code. The Audit Committee usually meets in connection with the Board meetings or the publication of external financial reports. During 2010, the Audit Committee had 4 meetings. All the members were present at all meetings. The CFO together with other Company personnel, as required, and the Company’s auditors have also been present at these meetings.

In 2010, the primary issues for the Audit Committee were revision and approval of financial reports, capital structure revision, receipt of feedback from the external auditor, follow-up of internal audits and information regarding significant financial and control projects. The Audit Committee, through its Chairman, also meets with the external auditor independently to exchange views regarding the Company’s accounting and control environment.

The results of the Audit Committee’s work in the form of observations, recommendations and proposed decisions and measures are reported regularly to the Board of Directors.