Board work
Kinnevik’s Board is responsible for the overall strategy of the Group and for
organising its administration in accordance with the Swedish Companies Act.
The Board’s work and delegation procedures, instructions for the Chief Executive
Officer and reporting instructions as well as internal policy documents
are updated and approved at least annually and are also regularly updated
when necessary.
Significant issues addressed by Kinnevik’s Board during 2024 include Kinnevik’s
corporate and portfolio strategy and capital allocation plans, including
material investments and divestments. As the basis for discussions concerning
investee companies, Kinnevik’s management presented independent
analyses of certain companies’ strategies, operations and future opportunities
within the markets in which they are active. Furthermore, Chief Executive
Officers of several unlisted investee companies held presentations and discussions
with the Kinnevik Board.
Compliance with laws and regulations, responsibility and market confidence
in Kinnevik are some of the key issues which the Board actively focuses on.
Kinnevik’s Code of Conduct and Sustainability Policy, both adopted by the
Board, describes Kinnevik’s policy on issues pertaining to social responsibility,
environmental considerations, governance and ethics. The Board further has
robust internal procedures for handling conflicts of interests and transactions
with related parties. All transactions with related parties as well as actual and
potential conflicts of interest at Board level are adequately documented and
managed by the Board. These requirements are duly reflected in the Board’s
work and delegation procedures and the policy for transactions with related
parties. Information on transactions with related parties is presented in Note
15 for the Group.
During 2024, Kinnevik’s Board held 14 meetings (including two constituent
meetings), of which five were extra meetings to discuss larger transactions.
All Board meetings during the year followed an agenda which, together with
the documentation for each item on the agenda, was sent to Board members
in advance of the meetings. A legal counsel serves as Corporate Secretary
and is responsible for ensuring that the rules of procedure are complied with,
and all Board members can turn to the Secretary for advice and assistance
in their Board work.
In 2024, a People & Remuneration Committee and an Audit & Sustainability
Committee have been established within the Board. These committees are
preparatory bodies of the Board and do not reduce the Board’s overall responsibility
for the governance of the Company and decisions taken.
Evaluation of the work of the Board
The Board complies with an annual performance review process to assess
how well the Board, its committees and processes are functioning and how
they might be improved. In certain years and upon request by the Board or
Nomination Committee, a more extensive Board evaluation is undertaken either
by an independent Board member or an external consultant.
The evaluation of the Board’s work during 2024 was conducted by way of a
questionnaire, covering areas such as the Board’s performance against its
key duties, the Board’s composition and process, information and reporting,
culture, strategy as well as the performance of individual Board members. The
results of the questionnaire were presented to and discussed by the Board,
and were also shared with the Nomination Committee. The Nomination Committee
performed their own interviews with the Board members.
