About the Board of Directors
The directors are elected by the shareholders at the AGM for a one-year term of office extending through the next AGM.
The Board consists of eleven AGM-elected directors, without any deputies, and of two directors and two deputies appointed by the employees.
In order for a quorum to exist at a Board meeting, more than half of the directors must be present. The President and Chief Executive Officer is the only AGM-elected director who is also an employee of the Bank.
The Nomination Committee has assessed the independence of the directors in relation to the Bank and the Bank's management and in relation to shareholders controlling more than ten per cent of the shares or votes in the Bank and has found that the composition of the Board meets the requirements of the Code of Corporate Governance with respect to directors' independence.
Rules of Procedure
The Board has adopted Rules of Procedure that regulate the Board's role and ways of working as well as special instructions for the Board's committees. The Board has overall responsibility for the activities carried out within the Group and has the following duties, among others:
- deciding on the nature, direction and strategy of the business as well as the framework and objectives of the activities
- regularly following up and evaluating the operations in relation to the objectives and guidelines established by the Board
- ensuring that the business is organised in such a way that the accounting, treasury management and financial conditions in all other respects are controlled in a satisfactory manner and that the risks inherent in the business are identified, defined, measured, monitored and controlled in accordance with external and internal rules, including the Bank's Articles of Association
- deciding on major acquisitions and divestments as well as other major investments
- appointment or dismissal as well as remuneration of the President, the Chief Risk Officer, the members of the Group Executive Committee and the Head of Group Internal Audit.
The Chair of the Board organises and directs the work of the Board. The President, who is also a member of the Board, participates in all board meetings, except on matters in which the President has an interest that may be in conflict with the interests of the Bank, such as when the President's work is evaluated. Other members of the Bank's executive management participate whenever required for purposes of informing the Board or upon request by the Board or the President.
The reputation, experience and assignments of the Board
The Board members have many years of professional experience from various but for SEB relevant areas. The Board comprises solid knowledge and experience e.g. within banking and finance, insurance, asset management, fund operations, capital procurement, risk control, financial and sustainability reporting, international industrial activities, small and medium sized business, venture capital, entrepreneurship and leadership. The Board composition also meets the need for knowledge and insight regarding the conditions and prerequisites for business in the various geographic markets where SEB operates. All AGM elected Board members have experience from executive positions.
Detailed presentation of the Board can be found in the Corporate Governance report.