Organisation and governance
Ellevio's corporate governance ensures that operations are run in a sustainable, responsible and efficient manner. It is based on laws and regulations, articles of association and shareholders' agreements, internal policies and instructions.
Below is information taken from the electricity network operations' corporate governance report for 2023. The electricity network operations are run within Ellevio AB (publ) and its complete corporate governance report can be found on pages 77–80 of the Annual and Sustainability Report 2023.
Ellevio AB (publ) is a Swedish limited liability company based in Stockholm, Sweden, owned by Omers Infrastructure (50%), the Third Swedish National Pension Fund (20%), Folksam (17.5%) and AMF (12.5%).
Ellevio's corporate governance shall ensure good risk and internal control, clear division of responsibilities, sound corporate culture, effective decision-making and good relations with the company's stakeholders, thereby contributing to long-term value creation for the company's owners.
Ellevio's Board of Directors believes that good corporate governance is central to conducting successful business operations as it creates the conditions for well-informed decision-making and for maintaining a high level of trust among the company's stakeholders.
In Ellevio, authority, management and governance are divided between shareholders, the Board of Directors, the CEO and the management team. Applicable laws and regulations, articles of association and shareholders' agreements, internal policies and instructions form the basis of Ellevio's corporate governance.
The Annual General Meeting is Ellevio's highest decision-making body, whereby Ellevio's shareholders have the right to decide on Ellevio's affairs. The Annual General Meeting appoints the Board of Directors and auditors and resolves on their remuneration, adopts the income statement and balance sheet, resolves on the allocation of the company's profit, grants discharge from liability for the Board of Directors and the CEO and decides on other matters in accordance with law, the Articles of Association and shareholders' agreements.
The company's Annual General Meeting 2023 was held on April 25 at Ellevio's head office in Stockholm and via video and telephone. All shares were represented and the auditors were present, and there were no resolutions in addition to the ordinary resolutions at the Annual General Meeting. In view of the limited circle of owners, neither the notice nor the minutes of the Annual General Meeting are published on the company's website. The 2024 Annual General Meeting was held on 24 April 2024 in Stockholm.
The Board of Directors is responsible for Ellevio's organization and administration and shall continuously assess the company's financial situation. The Board of Directors shall also ensure that Ellevio's organisation is designed in such a way that accounting, asset management and financial conditions in general are controlled in a satisfactory manner. The Board of Directors shall also establish operational objectives and strategy, evaluate operational management and ensure that effective systems for follow-up and control are in place. The Board shall also establish written rules of procedure for its own work, which shall be revised and adopted annually.
Committees of the Board of Directors
To increase efficiency and opportunities for in-depth study of the Board's work, four committees have been established:
- Audit committee
- Remuneration Committee
- Finance Committee
- Sustainability Committee
The committees are advisory and their work
is mainly about preparing matters for decision by the board. The meetings are recorded and the committee chairs provide information about the work of each committee at each board meeting. Representatives of Ellevio's management participate in the committees' meetings.
Composition of the Board of Directors
In 2023, the Board of Directors consisted of seven members and two employee representatives.
In 2023, the following members of the Board of Directors were: Fredrik Persson, Chairman of the Board (independent), Anna Belfrage (nominated by the Third Swedish National Pension Fund), Lars Clausen (nominated by OMERS Infrastructure), Göran Hägglund (nominated by AMF), Karin Jarl Månsson (nominated by OMERS Infrastructure), Michael McNicholas (nominated by OMERS Infrastructure), Sten Olsson (nominated by Folksam), Tomas Bergquist (employee representative) and Eyob Yehdego (employee representative). Deputy members of the Board of Directors at the end of the year were Henrik Nordlander (nominated by the Third Swedish National Pension Fund), Fredrik Lundeborg (nominated by AMF), Adam Friedrichsen (nominated by OMERS Infrastructure), Marcus Blomberg (nominated by Folksam), Morgan Holm (employee representative) and Fredrik Ullman (employee representative).
The Board of Directors appoints the CEO who is responsible for the day-to-day management of Ellevio in accordance with the Board's instructions. The division of responsibilities between the Board of Directors and the CEO is specified in addition to the rules of the limited liability companies in instructions adopted by the Board of Directors each year.
The CEO's responsibilities include, but are not limited to, the operation of the business, personnel, finance and accounting, as well as regular contact with Ellevio's stakeholders, such as authorities. The CEO is responsible for ensuring that the Board receives the information required for decision-making. The CEO provides the Board with monthly reports on the financial conditions, major events and other important information.
The CEO has appointed a management team to lead the day-to-day operations. The management team has regular meetings to make decisions about and follow up on operations, current projects and other issues, as well as to discuss organisational and personnel issues.
The management team includes:
- CEO, Johan Lindehag
- Economics & Finance, Anna-Karin Käck
- IT & Business Solutions, Elisabeth Stjernstoft
- Regulation, David Bjurhall
- Brand & Communication, Anna Lidberg
- People & Sustainability, Susanne Bragée
- Strategy & Business Development, Kristofer Fröjd
- Customer & Marketing, Emma Thorsén
- Electricity grid, operation and monitoring, Jörgen Hasselström
Information from Ellevio AB,
updated on 20 November 2024