The Board's work
The Board of Directors is appointed by the Annual General Meeting (or by an Extraordinary General Meeting) for terms extending until the next Annual General Meeting.
- Oversees Tele2’s overall long-term strategies and goals,
- Approves budgets, business plans, financial reports, investment and personnel proposals,
- Makes decisions regarding acquisitions and disposal of business interests,
- Monitors the CEO’s work and the Company’s performance, and
- Evaluates the quality of the Company’s internal control functions, financial reports and communicates with the Company’s auditors directly and through regular reports from the Audit Committee and the Company’s CFO.
In order to carry out its work more effectively, the Board has at the constituent Board Meeting appointed members for a Remuneration Committee and an Audit Committee with special tasks. These committees are the Board’s preparatory bodies and do not reduce the Board’s overall and joint responsibility for the handling of the Company and the decisions made. All Board members have (save for in case of possible conflicts of interest) access to the same information, enabling them to be jointly and severally liable. Further, certain members of the Board have been selected to form preparatory working groups on topics of special interest such as Sustainability.
The Board’s work in 2022
During the 2022 financial year, the Board has met thirteen (13) times – three (3) times in Stockholm, two (2) times through a combination of video meetings and in person, two (2) times via video and six (6) per capsulam meetings.
Below is a summary of the main topics handled by the Board during 2022:
- Review and approval of financial reports,
- Review and follow-up of internal controls, risk management and corporate governance,
- Treasury matters,
- Corporate responsibility matters, including data privacy, corruption risks and ethical business practices,
- Human resources matters, including talent management, succession planning and remuneration guidelines,
- Strategy review, including review of growth opportunities, product portfolio, business model challenges and marketing strategies,
- Review of the budget for 2023,
- Evaluation of the Board,
- Auditors’ reports.
Annual Evaluation of the Board
The Chairman of the Board ensures that an annual self-assessment of the Board’s work is performed, where the Board members are given the opportunity to share their views on working methods, Board material, their own and other Board members’ work, as well as the scope of their assignment. The assessment was performed in 2022.
The Board also receives reports from the Audit and Remuneration Committees and evaluates their work. The evaluation is presented to the Nomination Committee.
An assessment of the Audit Committee is also done annually to ensure fulfilment of the Committee’s written charter. Input is collected from the Committee members themselves, selected members of Tele2 management and the external auditor.
In order to carry out its work more effectively, the Board has appointed members for a Remuneration Committee and an Audit Committee with special tasks. These Committees are the Board’s preparatory bodies and do not reduce the Board’s overall and joint responsibility for the handling of the company and the decisions made.
Furthermore, where needed, the Board appoints members to form preparatory working groups on topics of special interest, such as a capital structure committee working with questions on shareholder remuneration and capital structure.
Attendance of Board members
|Name||Board meetings||Audit Committee||Remuneration Committee|
|Number of meetings, including video and per capsulam meetings||13||8||5|