Systemair is a responsible company
Systemair AB is a Swedish public limited liability company, so its corporate governance is based on Swedish rules and legislation, mainly the Swedish Companies Act, NASDAQ OMX Stockholm’s regulations, the Swedish Code of Corporate Governance, the articles of association and other rules and regulations.
Application of the Swedish Code of Corporate Governance ("the Code")
- The AGM has appointed a nominating committee consisting of three of the largest shareholders. Following consultation with the Company’s three largest shareholders, ebm-papst AB decided to waive representation on the nominating committee. The fourth largest shareholder, Alecta, was therefore invited to take up representation on the committee. The following have been appointed members of the committee:
- Gerald Engström, Färna Invest AB
- Lennart Francke, Swedbank Robur Fonder
- William McKechnie, Alecta
- The Code states for example that the majority of the members of the nominating committee must be independent of the Company and company management. Further, the chairman of the nominating committee must not be a director of the company.
- However, the majority of the members of Systemair's nominating committee are not independent, which is a deviation from the Code. The Company's judgement is that the said arrangement is in the interests and to the benefit of the Company and the other shareholders.
Policies and ethics
The Systemair Group has high ambitions concerning to correct ethical behavior.
Code of Ethics
As a part of the work to keep a high ethical level and to ensure a continuous good reputation of Systemair among the public and on the capital markets, the Board of directors of Systemair has adopted a number of policies as follows:
Code of Conduct
The code of conduct is an expression of Systemair's stand on issues related to social responsibility, business ethics, environment and health and safety. The code of conduct shall serve as an aid to all Systemair employees in their everyday tasks. Read more here!
The financial risk of the group is regulated by terms established by the Board of directors of Systemair AB. The overall treasury management is conducted in the parent company that also is responsible to ensure that the financial policy is complied. The financial department is also to ensure that capital is provided, that the liquidity is secured, that the financial risk exposure is kept within, by the Board of Directors, appointed terms and that the payment-systems are suitable.
This information policy has been prepared in order to secure that the information regarding Systemair is communicated in a professional way and in line with the Swedish stock exchange. The policy offers guidelines for how the current information work and equity capital market communication (Investor Relations, IR) within Systemair should be carried out.
The insider policy of Systemair are, in some respects, stricter than the applicable law. This internal policy is meant to reduce the risks that employees, holding a certain position with sensitive information within Systemair, violates the rules on insider trading.
The strategy for the information technology applicable within Systemair as described here originates in the overall visions and goal of the company. The IT-strategy describes how modern information- and communication technique enables and facilitates the fulfillments of the overall goals. The basis is that the IT-strategy ought to subordinate the overall goals and that there are no separate goals for the IT application in the company.
Environmental and quality policy
With simplicity and reliability as guiding stars Systemair develops, manufactures and markets energy-efficient ventilation products which help to create a healthy indoor environment and through conscious choice of materials and technologies to minimize environmental impact and pollution.
All activities are characterized by a holistic approach to quality and the environment in which processes, products, transportation, operating systems and buildings is constantly improved. The holistic approach ensures that our customers and other stakeholders requirements and expectations are met through established procedures and through our employees and contractors commitment to quality and the environment.