Swedish Corporate Governance Code
Diös complies with Swedish Corporate Governance Code which includes the appointment of board members and statutory auditor, the constitution of the board, financial reporting and information provision in terms of corporate governance and internal control.
Responsibility for governance, management and control of Diös activities is divided between its shareholders at the Annual General Meeting, the Board of the company and the Chief Executive Officer. Certain corporate governance matters are regulated in the Articles of Association.
Good development of the company’s business is guaranteed through high quality in governance and control of Diös’ activities. This benefits the company’s major customers, our shareholders, tenants and employees.
Diös deviates from the Swedish Corporate Governance Code on the following points:
- The audit committee includes all members of the Board.
The Board must set up an audit committee. In companies with fewer board members the entire Board can fulfil the duties of the audit committee collectively. The Board of Diös Fastigheter is composed of six board members and has chosen to continue to allow the entire Board to fulfil the duties of the audit committee. The review of financial reports and internal control is therefore carried out by the entire Board.
- Independent nomination committee: The nomination committee is represented by the four largest shareholders. The nomination committee is to have at least three members who are appointed by the Annual General Meeting. Most of the members are to be independent of the company. The nomination committee of Diös is made up of four members who represent the four largest shareholders. The Annual General Meeting was unanimous that the proposed nominations committee was best-suited for the duty. A collective assessment is to be carried out in each individual case to determine whether a board member is independent under the requirements of the stock exchange, which has not been carried out.