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Board committees

Risk and Audit Commitee

The Risk and Audit Committee serves in an advisory capacity and prepares issues for consideration and decision by Hoist Finance’s Board. The Risk and Audit Committee also had a mandate to make decisions in matters regarding the procurement of non-audit related services from external auditors. The Committee is responsible for motioning and ensuring the quality of financial reporting and the effectiveness of the company’s internal control and tasks performed by the Internal Audit, Risk Control and Compliance functions. The Committee also discusses valuation issues and other assessments pertaining to the annual accounts. In matters relating to the external audit, the Risk and Audit Committee is, notwithstanding the Board’s other responsibilities and duties, to regularly meet with and reviews reports from the company’s external auditors in order to remain informed about the focus and scope of the audit and to discuss the coordination of the external and internal audit with the external auditor. The Risk and Audit Committee is to inform the Board about audit results, the manner in which the audit contributed to the reliability of financial reporting, and the role played by the Committee in the process. The Committee is to also remain informed about Swedish Inspectorate of Auditors’ quality control of the company’s external auditors and is responsible for the auditors’ independence and impartiality and the selection procedure for auditor recommendation. The Committee is required to meet at least four times per financial year.

The Risk and Audit Committee has at least three members appointed by the Board on an annual basis. Committee members may not be employed by the company. One member is elected Committee Chairman. The Chairman may not be the Board Chairman of Hoist Finance. The committee consists of Cecilia Daun Wennborg (chair), Ingrid Bonde and Liselotte Hjorth.

Remuneration committee

The Remuneration Committee’s primary task is to prepare the Board to make decisions on remuneration policies, remuneration and other terms of employment for Executive Management Team members and control function employees. The Committee is to monitor and evaluate ongoing variable remuneration programmes for the Executive Management Team and those completed during the year, as well as the application of the remuneration guidelines for senior executives resolved on by the AGM and the Group’s remuneration structure and remuneration levels.

The Remuneration Committee is to have at least two members appointed by the Board on an annual basis. All members must be independent in relation to the company, the company’s management and the company’s major shareholders. The Remuneration Committee meets at least twice per financial year. The committee consists of Ingrid Bonde (chair), Robert Kraal and Lars Wollung.

Investment Committee

The Investment Committee is a preparatory and decision-making committee. Its responsibilities include evaluating and approving standard portfolio acquisitions valued at EUR 75 million or more, portfolio acquisitions not considered to be standard valued at EUR 25 million or more, and investments that require approval of the Swedish Financial Supervisory Authority.

The Investment Committee is to have at least three members appointed by the Board on an annual basis. The Chairman must be independent in relation to the company and the company’s management, and may not be the Board Chairman of Hoist Finance. The Committee meets at least four times per financial year and whenever a Committee decision or recommendation is required as per the company’s Investment Policy. The committee consists of Malin Eriksson (chair), Liselotte Hjorth and Henrik Käll.

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