Volvo 2007 Annual Report Download - page 79
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Please find page 79 of the 2007 Volvo annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.decisions on transactions with companies and
persons closely associated with Volvo. The
Audit Committee is also responsible for evalu-
ating the internal and external auditors’ work
as well as to provide the Election Committee
with the results of the evaluation and to assist
in preparing proposals for auditors.
At the statutory Board meeting following the
2007 Annual General Meeting, Peter Bijur, Ying
Yeh, Lars Westerberg and Per-Olof Eriksson
were appointed members of the Audit Commit-
tee. Per-Olof Eriksson was appointed Chair-
man of the Audit Committee.
The Audit Committee met with the external
auditors and Head of Internal Audit at the
meetings of the Audit Committee. The Audit
Committee has also met separately with the
external auditors and the Head of Internal
Audit without the presence of the company
management. The Audit Committee held
three meetings during 2007.
Remuneration Committee
In April 2003, the Board established a Remu-
neration Committee primarily for the purpose of
preparing and deciding on issues relating to
remuneration to senior executives in the Group.
The duties of the Committee include presenting
recommendations for resolution by the Board
regarding terms of employment and remu-
neration for the President and Executive Vice
President of AB Volvo, principles for remunera-
tion, including pensions and severance payment
for other members of the Group Executive
Committee, and principles for variable salary
systems, share-based incentive programs, pen-
sions and severance payment for other senior
executives in the Group. In addition, the Remu-
neration Committee decides the individual
terms of employment for the other members of
the Group Executive Committee in accordance
with the principles established by the Board.
In 2007, the Remuneration Committee com-
prised Board members Tom Hedelius, Louis
Schweitzer and Finn Johnsson, Chairman. The
Remuneration Committee held four meetings
during the year.
Group Executive Committee
An account of their respective age, education,
Board memberships, ownership of shares in
Volvo as of February 26, 2008, and year of
joining Volvo for the CEO and each member of
the Group Executive Committee is presented
in the Group Executive Committee section.
External auditing
Volvo’s auditors are elected by the Annual
General Meeting, for a period of three or four
years. The current auditor is Pricewaterhouse-
Coopers AB (PwC), which was elected at the
2007 Annual General Meeting for a period of
three years. The next election of auditors will
thus be at the 2010 Annual General Meeting.
Two PwC partners, Göran Tidström and Olov
Karlsson, are responsible for the audit of
Volvo. Göran Tidström is the Lead Partner.
The Auditors review the interim report for
the period January 1 to June 30 and the annual
report. The auditors report their fi ndings as
regards the annual report to the shareholders
through the audit report, which they present
to the Annual General Meeting of the share-
holders. In addition, the auditors report
detailed fi ndings from their reviews to the
Audit Committee twice a year and, once a
year, to the full Board of Directors.
In addition to the audit, PwC also provides
certain services to Volvo. In 2007 such services
included the performance of a fi nancial due
diligence in relation to the company’s discus-
sions with Dong Feng Motor Group regarding a
possible future cooperation. PwC also provides
tax advice and other audit-related services to
Volvo. When PwC is retained to provide services
other than the audit, it is done in accordance
with rules decided by the Audit Committee
pertaining to pre-approval of the nature of the
services and the fees. Volvo believes that the
provision of the additional services does not
jeopardize PwC’s independence.
For more detailed information concerning
auditor’s fees see Note 35 Fees to the auditors
of the notes to the consolidated fi nancial
statements.
Disclosure Committee
A Disclosure Committee was established in
2004. The Committee contributes to ensuring
that Volvo fulfi lls its obligations according to
applicable legislation as well as to listing rules to
timely disclose to the fi nancial market all
material information that affects the share price.
The Committee comprises the heads of
the departments Corporate Finance, Internal
Audit, Investor Relations, Corporate Legal,
Business Control and Financial Reporting.
Outstanding share- and share-price-
related incentive programs
An account of outstanding share- and share
price-related incentive programs is provided
in Note 34 Employees in the Group’s notes.
Corporate Governance 2007 75