AAK Annual Report 2020
AAK Annual Report 2020 119 Audit Committee During 2020, the members of the Audit Committee were Gun Nilsson (Chair), Märta Schörling Andreen and Bengt Baron. The Audit Committee held five meetings during the year, which the Company’s external audi- tors and representatives of the management team attended. Areas dealt with by the Audit Committee are primarily related to planning, scope and follow-up of the audit for the year. Other issues dealt with include risk management, integration and systematics of Group procedures, coordination of insurance issues, corporate governance, internal control, accounting rules, development of the global finance function, financing operations and other issues that the Board has requested the Audit Committee to prepare. Under the provisions of Chap. 8, Section 49 a, of the Swedish Companies Act (2005:551), at least one member of the Audit Committee must be independent in relation to major shareholders in the Company, and have exper- tise in accounting or auditing, and the Company fulfils this requirement of the Code. External auditors AAK’s auditors are appointed by the Annual General Meeting. At the Annual General Meeting in 2020, the audit company PricewaterhouseCoopers AB was re-elected as auditors up to and including the Annual General Meeting in 2021. Bo Karlsson, Authorized Public Accountant, was appointed auditor in charge. Bo Karlsson also has auditing engagements in companies including Scania AB and IA Hedin Bil AB. All services requested in addition to the statutory audit are tested separately to ensure there is no conflict arising involv- ing independence or disqualification. No agreements with related parties exist. Operational management It is the task of the CEO to lead operations in accord- ance with the guidelines and instructions of the Board. In conjunction with this, the CEO shall use the required control systems to ensure the company complies with applicable laws and regulations. The CEO reports to the Board meetings and shall ensure the Board receives as much factual, detailed and relevant information as is required for the Board to reach well-informed decisions. The CEO also maintains continual dialogue with the Chairman of the Board and keeps him informed of the development and financial position of the Company and the Group. AAK’s Group management team consists of eleven persons from five countries: the CEO, Chief Financial Officer (CFO) who is also responsible for Mergers & Acquisitions, Corporate Communications, Global IT and legal, Chief Strategy & Sustainability Officer, who is also responsible for People and Corporate Branding, President Global Operations, Chief Technology Officer (CTO), President Global Industries and President Global Sourcing & Trading, as well as four persons in charge of business areas/regions/industries. The Group management team meets every other month and deals with the Group’s financial development, invest- ments, synergy and productivity projects, acquisitions, Group-wide development projects, leadership and competence supply and other strategic issues. The meetings are chaired by the CEO, who make decisions in consultation with the other members of the Group management team. The Group has a small number of Group employees, who are responsible for Group- wide activities, such as financial performance, tax, IT, internal control, strategy, investor relations, information and legal issues. The CEO and Group management team are presented on pages 50–51. For remuneration principles and salaries and other fees paid to the CEO and Group management team, please see Note 8. AAK’s business areas are Food Ingredients, Chocolate & Confectionery Fats and Technical Products & Feed. The heads of each business area are responsible for goals, strategies, product development and day-to-day business issues, as well as for profit, cash flow and balance sheets for the unit in question. The business areas in turn are organized into different sectors with responsibility for day-to-day business issues. Direction is exercised through internal boards, which meet four times a year. AAK’s CEO chairs the meetings. Other executives are co-opted as necessary. In all countries where AAK has subsidiaries, a Country Manager has legal charge of operations. The Country Manager’s task is to represent AAK vis-à-vis public authorities in the country, to coordinate operations on the ground, organization and Group-wide procedures/projects and to ensure that Group-wide guidelines are complied with. For each such country, one member of the Group management team has been appointed to have overall responsibility for operations. This person is the superior of the Country Manager, and in most cases acts as Chairman of the local legal board. The Board’s description of internal control and risk management relating to financial reporting The Board is responsible for AAK’s internal control, the overall purpose of which is to protect the owners’ investments and the Company’s assets. The Board shall provide a description of how internal control
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