The board and the CEO’s responsibility for internal control is governed by the Swedish Companies Act, the Swedish Annual Reports Act, which requires that information about the main features of the company’s system for internal control and risk management related to financial reporting each year must be included in the corporate governance report, the Code, the rules of procedure for the board and instructions to the CEO as well as the instructions for the financial reporting. The board of directors is, amongst other things, to ensure that the company has sufficient internal control and formalised routines to secure that established principles for financial reporting and internal control are followed and that there are effective systems in in place to monitor and control the Company’s operations and the risks associated with the company’s business and operations.
The overall purpose of the internal control is to, at a reasonable degree, ensure that the Company’s operating strategies and targets are monitored and that the shareholders’ investments are protected. Furthermore, the internal control is to ensure that the external financial reporting, with reasonable certainty, is reliable and prepared in accordance with GAAP, that applicable laws and regulations are followed and that the requirements imposed on listed companies are complied with.
The control environment forms the basis for the internal control, which also includes risk assessment, control activities, information and communication as well as monitoring. This is further described below.
The Company has not established a separate internal audit function, this task is instead performed by the board of directors.
The board of directors has the overall responsibility for the internal control in relation to financial reporting. In order to create and maintain a functioning control environment, the board of directors has adopted an number of policies, guidelines and steering documents governing financial reporting. These documents primarily comprise the rules of procedures for the board of directors, instructions for the CEO, instructions for financial reporting and instructions for committees established by the board of directors. The board of directors has also adopted attestation instructions and a finance policy. The Company also has a financial manual which contains principles, guidelines and procedure descriptions for accounting and financial reporting. In addition the board of directors has also adopted several IT related policies where matters such as data recovery is managed.
Furthermore, the board of directors has established an audit committee whose main task is to monitor the Company’s financial reporting, the effectiveness of th Company’s internal control, internal audit (if such function is established) and risk management as well as to review and monitor the auditor’s impartiality and independence.
The responsibility for the day-to-day work of maintaining the control environment rests primarily with the Company’s CEO, who on a regularly basis reports to the board of directors in accordance with established instructions.
The Group’s finance division has an important role in ensuring that the financial reporting provides reliable information. It is responsible for complete, correct and timely financial reporting. In addition to the CFO, the Group finance division consist of three employees in the form of one Group Financial Controller, the Group Accounting Manager and the Group Business Controller. The finance division reports to the CFO who in turns reports to the CEO.
In addition to the CEO and finance division, the Company’s central organisation consists of the COO who is responsible for the Group’s operational issues and reports to the CEO, the CIO who is responsible for the Group’s IT environment and IT function and reports to the CEO, the Head of Administration and Processes who is responsible for administration and implementation of processes as well as Human Resources and reports to the CEO, the Head of Business Development who is responsible for the Group’s business development and reports to the CEO, and the Head of Legal who is responsible for legal matters and board administration and reports to the CFO.
Each local entity within the Group is organised with its own board of directors and, as applicable, CEO, with responsibility for control of the local business according to guidelines and instructions from group level. Each local entity has its own administration which takes care
of book-keeping and financial reporting. The local entities primarily reports to the Company’s CEO and CFO. In addition to internal monitoring and reporting, the Company’s external auditors reports to the CEO and the board of directors routinely throughout the financial year. The auditor’s reporting provides the board of directors with a good view and understanding of the financial reporting in the annual report.
Information and Communication
The auditor is to review the Company’s annual report and accounting as well as the management of the board and the CEO. Following each financial year, the auditor is to submit an audit report and a consolidated audit report to the annual general meeting.
In accordance with the Company’s articles of association, the Company shall have one auditor or registered audit firm. The Company’s auditor is Öhrlings PricewaterhouseCoopers AB, with authorised public accountant
Eva Jonséus Carlsvi as auditor in charge. Eva Jonséus Carlsvi is an authorised public accountant and member of FAR (the Swedish trade organisation for accounting consultants, auditors and advisors).