Annual report

Board of Directors – composition and independence

The Company does not have a corporate assembly, and therefore the general meeting elects the board. The board shall consist of between three and nine members and up to three deputy members. The Board of Directors currently comprises seven members. The Board of Directors elects its own chair, and Wallenius Wilhelmsen is therefore in deviation from section eight of the Code.

The composition of the Board of Directors adresses the common interests of all shareholders and meets the Company’s need for expertise, capacity, and diversity. The Board of Directors is also formed so that it can act independently of any special interests. Three of the directors are women and five of the directors, Håkan Larsson, Rune Bjerke, Marianne Lie, Margareta Alestig and Anna Felländer, are independent of the majority owners, the executive management, and significant business relations. The board does not include executive personnel.

Information on the background and experience of the directors is available on the Company’s website, which also lists the number of shares in the Company held by each Director. Members of the Board of Directors are encouraged to own shares in the Company, although they know not to let this encourage a short-term approach, which is not in the best interests of the Company and its shareholders over the longer term.

All board members have attended a seminar hosted by the Law Firm Thommessen on behalf of Oslo Stock Ecxhange. The objective of the course was to provide information on legislation, rules, regulations, and best practice that are relevant for board members of listed Norwegian companies.

Board member Elected Period Up for election
Håkan Larsson April 2019 2 2021
Thomas Wilhelmsen April 2019 2 2021
Jonas Kleberg April 2019 2 2021
Marianne Lie April 2019 2 2021
Margareta Alestig April 2019 2 2021
Rune Bjerke April 2020 2 2022
Anna Felländer April 2020 2 2022

Deviations from the Code: The board elects its own Chair as stated in the Company’s Articles of Association as the members of the Board have in-depth knowledge of the Company’s underlying business and are best placed to nominate their own Chair.