The Board of Directors has established three committees: an Audit Committee, a Remuneration Committee and a Nomination Committee. All committees report to the Board of Directors and have Rules of Procedure adopted by the Board of Directors. The chairman of the Board of Directors also serves as chairman of the Nomination Committee. The Audit Committee and the Remuneration Committee each elect a chairman.

Audit committee

The Audit Committee’s tasks include review, assessment and supervision of the financial reporting, the audit process and the internal control and risk management systems. The Audit Committee currently consists of three members: Marlene Forsell (Chairman), Dianne Neal Blixt and Luc Missorten. All members of the Audit Committee are considered independent and have relevant financial expertise. In 2018, the Audit Committee held five meetings. Main activities in 2018 were:


  • Review of the annual report and the quarterly financial statements
  • Review of the main accounting principles and significant accounting estimates
  • Review of the adequacy and effectiveness of the Group’s internal control and risk management organisation and systems
  • Review of the Executive Management’s risk assessment of the Group
  • Monitoring of a bank tender process
  • Re-assessment of the need for an internal audit function
  • Recommendation for the selection of external auditors, including evaluation of independence and competences
  • Status of any reporting under the Group's whistleblower scheme

Read the Audit Committee's terms of reference here.

Remuneration committee

The Remuneration Committee provides recommendations to the Board of Directors in regard to the Remuneration Policy and submits proposals to the Board of Directors for the remuneration of the Board of Directors and the Executive Management. The Remuneration Committee currently consists of four members: Nigel Northridge (Chairman), Henrik Brandt, Claus Gregersen and Luc Missorten. All members of the Remuneration Committee except Claus Gregersen qualify as being independent of the Company.

In 2018, the Remuneration Committee had three meetings. Main activities in 2018 were:

  • Determination of the key performance indicators and targets related to the long-term and the short-term incentive programmes and assessment of actual performance.
  • Determination of participants under the long-term and short-term incentive programmes
  • Assessment/review of the remuneration of the Executive Management and the Board of Directors

Read the Remuneration Committee's terms of reference here

Nomination committee

The Nomination Committee supports the Board of Directors’ decisions with respect to the nomination of the members of the Board of Directors and the appointment of the members of the Executive Management. The Nomination Committee currently consists of four members: Nigel Northridge (Chairman), Henrik Brandt, Claus Gregersen and Luc Missorten. All members of the Nomination Committee except Claus Gregersen qualify as being independent of the Company.

In 2018, the Nomination Committee held two meetings.

The main activities in 2018 included:

  • Evaluation of the composition, competences and performance of the Board of Directors and the Executive Management
  • Recruiting of the new CFO Marianne Rørslev Bock
  • Board of Directors’ self-evaluation
  • Succession planning for the Board of Directors

Read the Nomination Committee's terms of reference