The work of the Board

Composition of the Board of Directors

According to the Articles of Association, the Board of Directors shall consist of a minimum of three and a maximum of ten ordinary members. The members of the Board of Directors are elected annually at the Annual General Meeting for the period until the end of the next Annual General Meeting.

The Board consists of four members elected by the General Meeting. In addition, there is one employee representative. The Board has a diverse composition of industry knowledge and expertise from board work and management of listed companies, as well as financing, accounting, structural changes and sales and strategic purchasing.

Mission and responsibilities of the Board

The Board of Directors is responsible for managing the company's affairs on behalf of the shareholders. The Board of Directors continuously assesses the group's financial situation and adopts the budget and annual accounts. Discussions on how NOTE can develop its sustainability work are conducted continuously. The Board of Directors is also responsible for developing and monitoring the company's strategies through plans and targets, decisions on acquisitions and divestments of operations, major investments, appointments and remuneration of the CEO and senior executives, and ongoing monitoring of operations.

The Board annually adopts a financial policy, instructions for financial reporting and for the Board, and rules of procedure which, together with the instructions for the CEO, regulate the division of labour between the Board and the CEO. The Chairman leads the work of the Board and ensures that it is conducted in accordance with the Swedish Companies Act, applicable rules for listed companies, including the Code, and other laws and regulations. In addition, the Chairman is responsible for ongoing contact with Group Management and for monitoring that the Board's decisions are implemented in an appropriate manner. In addition, the Chairman is responsible for the annual evaluation of the Board's work, which is carried out by means of a questionnaire sent to all members. The results are summarised and discussed by the Board. The Chair is also responsible for providing the Nomination Committee with access to the evaluation.

Work of the Board in 2024

At each ordinary Board meeting, a review of the business, the Group's results and financial position, and the outlook for the rest of the year is conducted. The Board also takes a position on issues of a general nature such as the company's strategy, marketing and sales, financing, budget and long-term business planning.

The Board held ten minuted Board meetings during the year. Company officials participated in Board meetings as presenters. The company's auditors attended one Board meeting during the year. The company's CFO acts as secretary to the Board.