NWG // CORPORATE GOVERNANCE
Remuneration committee
New Wave Group has no specially appointed remuneration committee . Remuneration issues are instead dealt with by the Board as a whole , except Board member that is part of the company management . The Board as a whole has the task to follow and review ongoing and during the year terminated programs for variable remunerations to company management , as well as to follow and review the application of the guidelines for executive remuneration , which the AGM by law is required to establish . The Board shall also follow and review current structures and levels of remuneration in the company .
The 2020 Annual General Meeting resolved on new guidelines for remuneration to senior executives . These guidelines can be found in full on pages 80-81 .
Conditions of employment for the CEO
Remuneration to the CEO comprises a fixed salary . No Board member ’ s fee or other remuneration is paid to the CEO . Pension benefits are paid in accordance with the ITP plan . A mutual notice period of six months applies for the CEO , without severance pay .
Remuneration to the Board
The AGM decides on the fee for the Board members elected by the AGM . The division of the fee between the Chairman and other members is set out in note 6 in the notes for the Group financial statements . During the year , the Group has sold goods and services to and purchased goods and consultancy services from related party to Board member . No further remuneration has been paid to any Board member .
Group management
The Board appoints the CEO of the Parent company , who is also the Group CEO . The CEO is responsible for the ongoing supervision of the Group and other members of the Group management report directly to him . The Group management consists of : CEO , Deputy Group CEO , CFO , Chief Buying Officer , Area Manager North America , Manager Corporate , Manager Sports & Leisure , Manager Gifts & Home Furnishings and CIO .
Group management is responsible for formulating the Group ’ s overall strategy , corporate governance , policies , the Group ’ s financing , capital structure and risk management . They also deal with matters relating to company acquisitions and projects involving the Group as a whole .
For a more detailed presentation of management ’ s assignments and holdings in New Wave Group refer to pages 54-55 .
Internal control and risk management relating to the financial reporting
General
According to the Swedish Companies Act , the Board is responsible for internal control . The aim of internal control is to create a clear structure of responsibility and an effective decision-making process . The Board ’ s rules of procedure and the instructions for the CEO serve to guarantee a clear allocation of roles and responsibilities , with the aim of operational risks being managed effectively . The Board has also established a number of basic guidelines and policies that are important for ensuring an effective control environment . The basic control documents are annually subject to review and approval by the Board . In addition to these documents , an effective control environment requires an adequate organizational structure and ongoing reviews of this . Company management reports to the Board on a regular basis following defined routines . Company management is responsible for the system of internal controls that is required to deal with significant risks in operating activities . Managers at various levels within the Group have clearly defined authority and responsibilities with regard to internal control .
Risk assessment
New Wave Group has a centralized risk assessment process for both financial and non-financial risks , which occurs in dialogue between the Board and Group management . Risk assessment is also made in all Group companies , in relation to each company ’ s individual operations . The major risks New Wave Group have identified refer to estimates and assumptions related to valuation of intangible fixed assets and inventory , as well as risks for fraud and similar incidents .
042 // ANNUAL REPORT