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The Board’s work is conducted in compliance with the Companies Act, the Code, and other applicable rules and regulations prescribed by the Company. The Board’s overall function is to manage the Company’s affairs and organisation.
At the statutory board meeting following the AGM, Crown Energy’s Board establishes rules of procedure and instructions concerning interactions between the Board and CEO, along with financial reporting instructions. The rules of procedure are reviewed and approved annually. The Board holds at least four regular meetings in addition to the statutory meeting. The meetings are scheduled as far as possible to coincide with financial reporting and the general meeting. Besides regular meetings, the Board gathers for additional meetings as required.
According to the articles of association, the Board in Crown Energy shall consist of at least three and not more than 10 members, with a maximum of five deputies. At the AGM 2019, the following board members were elected/re-elected:
The work is led by the Chairman of the Board, who has a particular responsibility for ensuring that it is well organised and efficient. This includes ensuring that the board has the relevant education to discharge its duties, ensuring that it receives sufficient information and supporting documents, and that it is evaluated annually. The Chairman also maintains frequent contact with the company’s CEO. The Chairman is appointed at the AGM. Pierre-Emmanuel Weil was elected Chairman of the board at the 2019 AGM.
The Code requires that a majority of Board members be independent relative to the company and its management. At least two of the independent board members must also be independent relative to the Company’s major shareholders. Major shareholders are defined as those controlling ten per cent or more of the company’s shares or voting rights.
After the AGM 2019, the board consists of four members. Three of them are independent of the Company and its management. One of them are independent of the Company, its management, and major shareholders. As only one person is dependent both in relation to the Company’s management as well as major shareholders, this is a deviation from the Code. Crown Energy intends to address this matter during 2017.
Presently, there is no specific authorisation given to the board after AGM 2019.
For information about compistion, the work of the board of directors, participation in meetings, please see the Corporate Governance Report 2018.
Current Board of Directors | ||||||||||||
Name | Fucntion | Nationality | Elected | Remuneration, SEK thousands | Indpendent of the Company 1) | Independent of major shareholders 1) | ||||||
Pierre-Emmanuel Weil | Chairman | France | 2016 | 150 | Yes | No | ||||||
Jean Benaim | Board member | Switzerland | 2016 | 75 | Yes | Yes | ||||||
Yoav Ben-Eli | Board member | Israel | 2016 | 75 | Yes | No | ||||||
Alan Simonian | Board member | UK | 2011 | - | No | Yes | ||||||
1) As per the definition in the Swedish Corporate Governance Code.
Phone+46 8 400 207 20
Fax+46 8 400 207 25
Emailinfo@crownenergy.se
Organisationsnummer556804-8598