NWG // FINANCIAL INFORMATION
Guidelines for executive remuneration
Board members , the CEO and other persons of the executive management ( jointly the “ executive management ”) in New Wave Group AB ( the “ Company ”) fall within the provisions of these guidelines . The guidelines are applicable to remuneration agreed , and amendments to remuneration already agreed , after adoption of the guidelines by the Annual General Meeting 2020 . These guidelines do not apply to any remuneration decided or approved by the general meeting .
The guidelines ’ promotion of the Company ’ s business strategy , long-term interests and sustainability
The Company ’ s business strategy is to acquire and develop brands and products in the corporate , sports and gifts and home furnishing sectors . The Group will achieve synergies by coordinating design , purchasing , marketing , warehousing and distribution of its product range . To ensure good risk diversification , the Group will market its products in the promo market and the retail market .
For more information regarding the Company ’ s business strategy , please see : www . nwg . se / en / about-new-wave-group /.
A prerequisite for the successful implementation of the Company ’ s business strategy and safeguarding of its long-term interests , including its sustainability , is that the Company is able to recruit and retain qualified personnel . To this end , it is necessary that the Company offers competitive remuneration . These guidelines enable the Company to offer the executive management a competitive total remuneration .
Variable cash remuneration covered by these guidelines shall aim at promoting the Company ’ s business strategy and long-term interests , including its sustainability . This is ensured by way of linking the financial and non-financial targets that determine if variable cash remuneration shall be payable to the Company ’ s business strategy and sustainability agenda . The variable cash remuneration is further explained in the section “ Variable cash remuneration ” below .
Types of remuneration , etc .
The remuneration shall be on market terms and may consist of the following components : fixed cash salary , variable cash remuneration , pension benefits and other benefits . Additionally , the general meeting may – irrespective of these guidelines – resolve on , among other things , share-related or share price-related remuneration . Fixed salary and variable remuneration shall be related to the responsibilities and authorities of the executive .
Variable cash remuneration The satisfaction of criteria for awarding variable cash remuneration shall be measured over a period of one year . The variable cash remuneration may amount to not more than 50 percent of the total fixed cash salary of the fixed annual cash salary .
The variable cash remuneration shall be linked to predetermined and measurable criteria which can be financial or non-financial . They may also be individualized , quantitative or qualitative objectives . The criteria shall be designed so as to contribute to the Company ’ s business strategy and long-term interests , including its sustainability , by for example being clearly linked to the business strategy or promote the executive ’ s long-term development .
To which extent the criteria for awarding variable cash remuneration has been satisfied shall be evaluated / determined when the measurement period has ended . The Board of Directors is responsible for the evaluation so far as it concerns variable remuneration to the CEO . For variable cash remuneration to other executives , the CEO is responsible for the evaluation . For financial objectives , the evaluation shall be based on the latest financial information made public by the Company .
The criteria for variable cash remuneration shall be designed in a manner to allow the Board of Directors , in cases of exceptional financial circumstances , to limit or stop payment of variable cash remuneration where such remuneration would be considered unreasonable and incompatible with the Company ’ s responsibilities towards its shareholders , employees and other stakeholders . Further , it shall be possible to limit or stop payment of variable cash remuneration if the Board of Directors would resolve that it is reasonable for other reasons . The Board of Directors shall also be entitled to reclaim already paid variable cash remuneration when in cases where it is later discovered that the executive has violated the Company ’ s values , policies , standards or instructions .
Pension and insurance For the CEO as well as the remaining executive management , pension benefits , including health insurance ( Sw : sjukförsäkring ), shall correspond to the ITP occupational pension plan . Pension benefits , including health insurance , shall be premium defined unless the individual concerned is subject to defined benefit pension according to an individual agreement or under mandatory collective agreement provisions . The pension premiums for premium defined pension shall amount to not more than 30 percent of the fixed annual cash salary . The CEO ’ s variable cash remuneration shall not qualify for pension benefits . Any other executive ’ s variable cash remuneration shall qualify for pension benefits to the extent required
080 // ANNUAL REPORT