Work of the Board

The Work of the Board of Directors 2008

In 2008, the Board held nine meetings, of which one was a telephone conference. The auditors participated and presented the audit at the Board meeting in February 2008. Topics that have been discussed among other things are:

• Interim and Annual Reports
• Presentation of the divisional business plans and budgets for 2009
• Listing of Loomis
• Investment and acquisition activities
• Financing
• Guidelines for remuneration and bonuses and other personnel related matters
• Reporting by the Board of Directors’ Committees
• Policies and instructions
• Annual assessment of the work of the Board of Directors
• Dividend proposal
• Insurance
• Legal matters
• Market and competition

The Attendance of Each of the Board Members during 2008

¹ Appointed member of Board of Directors at Annual General Meeting April 17, 2008 and also appointed member of Audit Committee at the Statutory Meeting of the Board of Directors on April 17, 2008.
² Employee representatives, appointed members of Board of Directors at Annual General Meeting April 17, 2008. Deputy employee representatives are Thomas Fanberg and Joakim Hellmouth.
 

Audit Committee

The Board of Directors has established an Audit Committee, operating under the “Instructions for the Audit Committee appointed by the Board of Directors”, that meets with Securitas’ auditors at least four times per year. The Committee focuses on accounting matters and the presentation of financial information and its internal control, as well as overseeing risk matters. The Committee presents its findings and proposals to the Board, before the Board’s decision-making. For members and attendance refer to previous tables. The Committee met four times in 2008. Topics that have been discussed among other things are:

• Continuous updates on the listing of Loomis
• Discussions and updates within the areas accounting,
  financing, acquisitions, risk, insurance strategy, tax, legal matters
  and litigation
• Financial reporting for 2008
• Internal control activities including Enterprise Risk Management
• Audit-related matters including audit cost and policy for approval of additional services
• Impairment test
• Corporate Governance Report
• Internal audit assessment

Remuneration Committee

The Board has also formed a Remuneration Committee to deal with all issues regarding salaries, bonuses, options and other forms of compensation for Group Management, as well as other management levels if the Board of Directors so decides. The Committee presents its proposals to the Board, before the Board’s decision-making. The committee held three meetings during 2008. For members and attendance refer to previous tables.