Board members elected at the 2005 Annual General Meeting
Georg Ehrnrooth, Chairman
Board member and Chairman of ASSA ABLOY since 1994
Born 1940
Graduate Engineer, Helsinki Technical University, Honorary Doctor of Technology. President of Metra Oyj Abp (now Wärtsilä Oyj Abp) 1991–2000, President of Lohja Oyj Abp 1979–1991, various posts in Wärtsilä Oyj Abp 1965–1979.
Other appointments: Vice Chairman of Rautaruukki Oyj, Board member of Nokia Abp, Sampo Abp, Sandvik AB and Oy Karl Fazer Ab.
Shareholdings (including family and through companies): 251,680 Series B shares.
Melker Schörling, Vice Chairman
Member of the ASSA ABLOY Board since 1994
Born 1947
Master of Business Administration, Gothenburg School of Economics. President and CEO of Skanska AB 1993–1997, President and CEO of Securitas AB 1987–1992, President of Crawford Door 1984–1987, President of Essef Service 1979–1983, Controller at ABB Fläkt 1975–1979, Controller at LM Ericsson, Mexico 1970–1975.
Other appointments: Chairman of Securitas AB and Hexagon AB, Vice Chairman of AarhusKarlshamns AB and Board member of Hennes & Mauritz AB.
Shareholdings (including family and through companies):
5,310,080 Series A shares and 9,297,734 Series B shares.
Carl-Henric Svanberg, Vice Chairman
Member of the ASSA ABLOY Board since 1994
Born 1952
Master of Science, Linköping University and Bachelor of Economics, Uppsala University. President and CEO of Telefonaktiebolaget LM Ericsson since 2003, President and CEO of ASSA ABLOY AB (publ) 1994–2003, various posts including Deputy President of Securitas AB 1986–1994, various posts in the ABB Group 1977–1985.
Other appointments: Board member of Hexagon AB.
Shareholdings (including family and through companies): 3,920,031 Series B shares and Incentive 2001 convertibles corresponding to 60,000 Series B shares.
Carl Douglas
Member of the ASSA ABLOY Board since 2004
Born 1965
Bachelor of Arts. Self-employed.
Other appointments: Board member of Securitas AB, Swegon AB and SäkI AB.
Shareholdings (including family and through companies): –
Gustaf Douglas
Member of the ASSA ABLOY Board since 1994
Born 1938
MBA, Harvard Business School. Principal owner of Investment AB Latour and SäkI AB. Self-employed since 1980.
Other appointments: Chairman of Investment AB Latour, Boxholms Skogar AB and Säkl AB, Vice Chairman of Securitas AB, Board member of Moderata Samlingspartiet since 2002.
Shareholdings (including family and through companies): 6,746,425 Series A shares and 19,000,000 Series B shares through Investment AB Latour, and 7,118,818 Series A shares and 2,000,000 Series B shares through SäkI AB.
Per-Olof Eriksson
Member of the ASSA ABLOY Board since 1995
Born 1938
Master of Engineering, Honorary Doctor of Technology. President and CEO of Sandvik AB 1984–1994, various posts in the Sandvik Group 1965–1984.
Other appointments: Chairman of Callans Trä AB and Odlander, Fredriksson & Co, Board member of Senea AB, SSAB Svenskt Stål AB, AB Volvo, Investmentbolaget Öresund and Elkem AS. Member of the Royal Swedish Academy of Engineering Sciences.
Shareholdings (including family and through companies): 10,000 Series B shares.
Lotta Lundén
Member of the ASSA ABLOY Board since 2003
Born 1957
Bachelor of Economics. Founder and partner in Konceptverkstan since 2004, General Manager of Coop Forum Sverige 2002–2003, Head of Purchasing and later President and CEO of Guldfynd/Hallbergs Guld 1999–2001, various posts, mostly in marketing and sales in IKEA both in Sweden and internationally 1980–1991 and 1994–1998.
Other appointments: Board member of JC AB, Bergendahls Gruppen AB, Expanda AB, Exportrådet and Glitter.
Shareholdings (including family and through companies): –
Sven-Christer Nilsson
Member of the ASSA ABLOY Board since 2001
Born 1944
Bachelor of Science, Lund University. President and CEO of Telefonaktiebolaget LM Ericsson 1998–1999, various posts, mainly in marketing and management, in the Ericsson Group 1982–1997.
Other appointments: Chairman of the National Swedish Public Service Broadcasting Foundation (Sveriges Radio AB, Sveriges Television AB and Sveriges Utbildningsradio AB), Chairman of Swedish ICT Research AB and Board member of TeliaSonera AB, CEVA Inc, i3 Micro Technology AB, Innovationsbron AB and Startupfactory B.V.
Shareholdings (including family and through companies): –
Board members appointed by employee organizations
Seppo Liimatainen
Member of the ASSA ABLOY Board since 2003
Born 1950
Employee representative, Federation of Salaried Employees in Industry and Services.
Shareholdings: 2,600 Series B shares and Incentive 2001 convertibles corresponding to 125 Series B shares.
Mats Persson
Member of the ASSA ABLOY Board since 1994
Born 1955
Employee representative, Swedish Metal Workers Union Shareholdings: –
Deputy members appointed by employee organizations
Rune Hjälm
Member of the ASSA ABLOY Board since 2005
Born 1964
Employee representative, Swedish Metal Workers UnionShareholdings: –
Per-Edvin Nyström
Member of the ASSA ABLOY Board since 1994
Born 1955
Employee representative, Swedish Metal Workers UnionShareholdings: 7,727 Series B shares, Incentive 2001 convertibles corresponding to 125 Series B shares and Incentive 2004 convertibles corresponding to 7,800 Series B shares.
Remuneration Committee
The duty of the Remuneration Committee is to survey and discuss, on behalf of the Board, issues concerning the remuneration of the CEO and the Executive Team. The Committee also puts forward proposals for changes in the company's remuneration policy. Subjects covered by this policy include:
  • the balance between fixed and variable remuneration and the relationship between performance and remuneration,
  • the main terms of bonus and incentive programs,
  • the main conditions applying to non-monetary benefits, pensions, periods of notice and severance pay.
  • The Board is responsible for decisions about the remuneration of the CEO and other senior office-holders and any changes to the company's remuneration policy. The Remuneration Committee consists of Georg Ehrnrooth (Chairman), Melker Schörling and Sven-Christer Nilsson. The Remuneration Committee held two meetings in 2005. At one of the meetings one Committee member was absent. In addition to its normal duties, the Remuneration Committee this year oversaw the implementation of the Group's new pensions policy, which involves a change from defined benefit to defined contribution pension plans. Meetings of the Remuneration Committee are minuted, material for the Board is attached, and an oral report is made at Board meetings.
    Audit Committee
    The areas of responsibility of the Audit Committee include:
  • review of treasury policy,
  • control of the company's financial reporting and internal reporting and control systems,
  • the scope and evaluation of the external audit,
  • legal risks.
  • The Audit Committee consists of Gustaf Douglas (Chairman), Per-Olof Eriksson and Lotta Lundén. There is an ongoing dialog with the appointed auditor, who also parti-cipates in the Committee's meetings. The Audit Committee held three meetings in 2005, at all of which all members were present. In addition to its normal duties, the Committee this year focused especially on preparatory work for the Nomination Committee's proposed choice of auditor at the 2006 Annual General Meeting, and a review of the administration of the Group's pension assets. Meetings of the Audit Committee are minuted, material for the Board is attached, and an oral report is made at Board meetings.
    Remuneration of the Board
    Remuneration of the Board is in accordance with decisions taken at the Annual General Meeting. The 2005 Annual General Meeting decided that fees paid to the Board should comprise a total sum of SEK 3.6 M (excluding remuneration for Committee work), to be divided between the members as follows: SEK 750,000 to the Chairman, SEK 550,000 to each of the Vice Chairmen and SEK 350,000 to each of the other members who is not employed by the company. In addition, there should be payments to members of the Audit and Remuneration Committees of SEK 100,000 to each of the Chairmen and SEK 50,000 to each of the other members. The Chairman and other Board members have no pension benefits or severance pay agreements. The CEO and the employee representatives do not receive a Director's fee.