Committee Composition

COMMITTEE COMPOSITION

Audit Nomination Remuneration
Peder Tuborgh Nomination Remuneration
Christian Frigast Audit Nomination Remuneration
Andrea Alvey Audit Remuneration
Birgitta Stymne Göransson Audit
Bjørn Gulden Remuneration
Per Bank Nomination
Ronica Wang Nomination
= Chairperson = Member = Chairman of the Board

 

THE AUDIT COMMITTEE
 

The current members of the Audit Committee are Birgitta Stymne Göransson (Chairman), Andrea Alvey and Christian Frigast. The Audit Committee reviews and assesses PANDORA’s financial reporting and audit process as well as internal control systems and evaluates the adequacy of control procedures. More specifically, the duty of the Audit Committee is to supervise the following areas:

• financial reporting process

• internal control and risk management systems

• independent audit

In 2017, the Audit Committee met six times and had an attendance rate of 100%. The main activities in 2017 were:

• meetings with the Executive Management and independent auditors to review the audited Annual Report

• meetings with the Executive Management to review quarterly financial statements, the key accounting policies and significant accounting estimates

• monitor the adequacy and effectiveness of PANDORA’s internal controls and risk management systems

• review of significant financial risks of PANDORA

• reassessment of the need for an internal audit function and approval of the charter for the Governance, Risk & Compliance department

• recommendation for the selection of independent auditors, including evaluation of independence, competencies and compensation

• the Audit Committee’s annual self-assessment

• review of updates to the financial reporting structure

 

THE REMUNERATION COMMITTEE
 

The current members of the Remuneration Committee are Peder Tuborgh (Chairman), Christian Frigast, Bjørn Gulden and Andrea Alvey. The main duties of the Remuneration Committee are:

• to prepare recommendations to the Board on the pay and remuneration policy applicable to the Board and the Executive Management with respect to fixed and variable pay components

• to submit proposals to the Board for the total individual pay and remuneration packages of the Board members and the Executive Management

• to verify that the information on remuneration in the Annual Report is true, accurate and adequate The Remuneration Committee met four times in 2017 and had an attendance rate of 95%. The main activities were the annual review of the remuneration policy and guidelines on incentive payments as well as approval of PANDORA’s overall wage regulation. The Committee also performed a review of the Long-Term Incentive Programme.

 

THE NOMINATION COMMITTEE
 

The current members of the Nomination Committee are Christian Frigast (Chairman), Peder Tuborgh, Ronica Wang and Per Bank. The Nomination Committee assists the Board in fulfilling its responsibilities with regards to the:

• description of the qualifications and competencies required for members of the Board and the Executive Management

• nomination of candidates for the Board and the Executive Management

• self-evaluation of the Board

• assessment of the performance of the Executive Management and the cooperation between the Board and the Executive Management

• succession planning for top executive positions In 2017, the Nomination Committee met twice and had an attendance rate of 100%. The main activities were the annual self-evaluation, and assessment of the cooperation between the Board and the Executive Management as well as assessment of the performance of each member of the Board and the Executive Management.