Management and administration

The Gasum Ltd Board of Directors has a minimum of three and a maximum of eight members. The members of the Board of Directors are elected by the annual general meeting of shareholders for a term of office of one year at a time that ends at the end of the next annual general meeting of shareholders. The number of Board members is decided by the Annual General Meeting. The Annual General Meeting decided on April 22nd, 2022 the number of Board members for the next term of office is seven.

The Board members are elected by the Annual General Meeting from among representatives of shareholders and independent non-executive experts with experience in business and the sector. The composition of the Board of Directors must support the implementation of the company’s strategy, and efforts are made to ensure the Board’s diversity, with the aim being to achieve a balanced gender distribution in the Board. The Chairperson and, where necessary, deputy Chairperson are elected by the General Meeting of Shareholders. 

The Chairperson of the Board of Directors is Elina Engman. Vice Chair of the Board of Directors is Stein Dale. The Secretary of the Board of Directors is Maaret Stepanoff Legal Counsel of Gasum.

Tasks of the Board of Directors:

• Strengthening the Gasum strategy and supervising its implementation

• Seeing to the administration of the company and the appropriate organization of its operations in compliance with the Limited Liability Companies Act and the Articles of Association

• Appointing the Gasum Chief Executive Officer (CEO) and deciding on the terms of the CEO’s service contract

• Deciding on the principles of the Group’s remuneration system

• Ensuring the appropriate organization of the supervision of the company’s accounting and financial matters

• Approving the financial statements

• Deciding on significant loans, business combinations and divestments as well as investments and approving the budgets and risk management principles

• Adopting the objectives of the Group’s human resources plans and overseeing their implementation

Self-evaluation

The Board of Directors has adopted a written charter for its work, specifying the Board’s duties and working principles. The Board conducts an annual internal self-evaluation of its operations and working methods.

Committees

The Board has set up two committees to improve the efficiency of Board work: the Audit and Risk Committee and the HR Committee. The Board nominates the members and Chairpersons of the Committees from among its members and confirms the Committees’ charters. The Committees may only exercise autonomous decision-making power in matters authorised separately by the Board and in other matters act as preparatory bodies, with their proposals for resolutions brought separately before the Board for decision-making.