Electrolux 2010 Annual Report Download - page 186

Remuneration Committee
Audit Committee
Committees
The Board has established a
Remuneration Committee and an
Audit Committee. The major tasks
of these committees are preparatory and advisory, but the Board
may delegate decision-making powers on specific issues to the
committees. The members and Chairmen of the Committees are
appointed at the statutory Board meeting following election.
The Board has also determined that issues may be referred to
ad hoc committees dealing with specific matters.
Remuneration Committee
One of the Remuneration Committee’s primary tasks is to pro-
pose guidelines for the remuneration to the members of Group
Management. The Committee also proposes the remuneration to
the President and CEO, for resolution by the Board, and resolves
on remuneration to other members of Group Management on
proposal by the President.
The Remuneration Committee’s tasks include:
• To prepare and evaluate remuneration guidelines for Group Man-
agement.
• To prepare and evaluate targets and principles for variable com-
pensation.
• To prepare terms for pensions, notices of termination and sever-
ance pay as well as other benefits for Group Management.
• To prepare and evaluate Electrolux long-term incentive programs.
The Committee is comprised of three Board members: Barbara
Milian Thoralfsson (Chairman), Johan Molin and Marcus Wallen-
berg. At least two meetings are convened annually. Additional
meetings are held as needed.
In 2010, the Remuneration Committee held eight meetings.
Significant issues addressed include preparation of a proposal for
the remuneration to the new President and CEO, resolution on
proposed remuneration to new members of Group Management,
follow-up and evaluation of previously approved long-term incen-
tive programs and remuneration guidelines for Group Manage-
ment. In addition, a review of Electrolux remuneration guidelines,
relative to the external job market were prepared.
The Head of Human Resources and Organizational Development
participated in the meetings and was responsible for meeting prep-
arations.
Audit Committee
The main task of the Audit Committee is to oversee the processes
of Electrolux financial reporting and internal control in order to
secure the quality of the Group’s external reporting.
The Audit Committee’s tasks include:
• To review the financial reporting.
• To monitor the effectiveness of the internal control, including
risk management, concerning the financial reporting.
• To follow-up the activities of the internal audit function Man-
agement Assurance & Special Assignments as regards orga-
nization, recruiting, budgets, plans, results and audit reports.
• To oversee the external audit and evaluate the work of the
external auditors.
• To review, and when appropriate, preapprove the external
auditors’ engagements in other tasks than audit services.
• To evaluate the objectivity and independence of the external
auditors.
The Audit Committee is also tasked with supporting the Nomination
Committee with proposals when electing external auditors and
auditors’ fees.
The Audit Committee is comprised of three Board members:
Peggy Bruzelius (Chairman), Caroline Sundewall and Torben
Ballegaard Sørensen. The external auditors report to the Commit-
tee at each ordinary meeting. At least three meetings are held
annually. Additional meetings are held as needed.
In 2010, the Audit Committee held five meetings. Electrolux
managers have also had regular contacts with the Committee
Chairman between meetings regarding specific issues. The
Group’s Chief Financial Officer and the Head of Internal Audit have
participated in all of the Audit Committee meetings. Cecilia
Vieweg, General Counsel, has served as secretary at four of the
five meetings.
External Audit
External auditors
The AGM in 2010 re-elected Pricewater-
houseCoopers AB (PwC) as the Group’s
external auditors for a four-year period, until the AGM in 2014.
Authorized Public Accountant Anders Lundin is the auditor in
charge of Electrolux.
PwC provides an audit opinion regarding AB Electrolux, the
financial statements of its subsidiaries, the consolidated financial
statements for the Electrolux Group and the administration of AB
Electrolux. The auditors also conduct a review of the report for the
third quarter.
The audit is conducted in accordance with the Swedish Com-
panies Act and the generally accepted Swedish auditing stan-
dards issued by FAR, which is the institute for the accountancy
profession in Sweden (Swedish GAAS). The auditing standards
issued by FAR are based on international auditing standards
issued by the International Federation of Accountants (IFAC
GAAS).
Audits of local statutory financial statements for legal entities out-
side of Sweden are performed as required by law or applicable regu-
lations in the respective countries and as required by IFAC GAAS,
including issuance of audit opinions for the various legal entities.
For additional information on the Group’s auditors, see page 88. For details
regarding fees paid to the auditors and their non-audit assignments in the
Group, see Note 28.
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