NWG // CORPORATE GOVERNANCE
the company ’ s financial position and results . The Group ’ s finance policy and financial reporting manual , together with established follow-up routines , serve to minimize these risks .
Follow-up
The most important control documents in the form of policies and instructions are updated regularly and communicated via relevant channels . Any deviations from Group policies shall be regularly reported to each policy owner , and major deviations shall be communicated to the audit committee and the Board . Finance personnel and management at company and Group level analyze the financial reporting in detail every month . New Wave Group ’ s decentralized corporate structure means that each company ' s financial department is responsible for ensuring that the financial reporting from each unit is correct , complete and on time . The controls in respect of the various processes and risk elements are evaluated by means of self-assessment , Board meetings and via the company ’ s external auditors . Several processes are fully or partly centralized at Group level , such as purchasing , payments , financing , IT , consolidation and reporting . The Group ’ s central finance organization is responsible for implementing , further developing and maintaining the Group ’ s control routines , and for performing internal controls of business critical matters . The Board receives financial reports on an ongoing basis , and at each Board meeting the financial situation facing the Group and the various companies is discussed . During the year the Board also receives reports from the company ’ s auditors detailing their observations .
The companies
New Wave Group ’ s organization is decentralized , with a high degree of independence and self-determination being delegated to company management . The objective is for the companies to be run in an entrepreneurial spirit , while at the same time enjoying the benefits of belonging to a large group of companies . The Group therefore consists of a large number of operational companies , approximately 70 in total . Board meetings are normally held three times a year in each company or sub-group . The composition of the Boards depends on the company ’ s direction and its stage of development . In addition to Group management , the expertise of CEOs in “ mature ” companies are utilized in the Boards of local subsidiaries . The organizational model chosen by New Wave Group provides for effective benchmarking of profitability , capital tied up and growth between companies , brands and markets .
Operating segments
The Group divides its operations into three operating segments : Corporate , Sports & Leisure , and Gifts & Home Furnishings . Operating segment managers are included in the Group management , in order to coordinate operations . The products for each brand follow the operating segments , but have separate sales teams for the different sales channels , promo and retail .
Sales channels
The Group ’ s products are sold via two sales channels : promo and retail .
Concept groups
Within each operating segment there are a number of concept groups responsible for strategic direction , product development and marketing strategy for one or more brands .
Internal audit
The Group has developed control and internal control systems whose compliance is followed up by the respective company management as well as by the Group ' s central finance department . The Board ’ s methods of monitoring the Group management ' s assessment of the internal control include contact with the company ’ s external auditors and the audit committee , to which the Group internal auditor reports .
External audit
The company ’ s auditor reviews the interim report for the third quarter and audits the annual report and the consolidated accounts . The auditor also reviews the Corporate Governance Report and confirms that the Group has prepared a Sustainability Report . The auditor reports the results of the audit in the Audit Report and in an opinion on the Corporate Governance Report , and provides an opinion on whether the guidelines for executive remuneration have been complied with , which is presented to the AGM .
At the AGM 2020 , the audit firm Ernst & Young AB was appointed as auditor . Jonas Svensson is the head auditor .
Articles of association
The articles of association are adopted by the AGM and contain fundamental facts about the company , e . g . what kind of business the company will run , the size of the share capital , the number of shares issued , the number of Board members and the procedure for convening the AGM . The company ’ s articles of association state , among other things , that the Board of Directors shall consist of at least three and no more than seven members , that the Board has its registered office in Gothenburg , and that a class A share shall carry ten votes and a class B one vote . The complete articles of association are available at the New Wave Group website , www . nwg . se .
044 // ANNUAL REPORT