SOUND INTERNAL GOVERNANCE AND CONTROL

Noba

RESPONSIBILITY


The Board of Directors is responsible for the organization and management of NOBA and has the overall responsibility for the governance and control of NOBA. The Board of Directors shall continuously assess the company’s financial situation and ensure that the company is organized in such a way that its accounting, management of assets and financial matters in general are monitored in a prudent and efficient manner.

The Board of Directors is also responsible for ensuring that NOBA conducts its business in an ethically responsible and professional manner, that conflicts of interests are identified and managed adequately and appropriately and that NOBA maintains a sound risk culture and that its business is characterised by sound internal governance and control.


THE CHAIRMAN OF THE BOARD


The Chairman of the Board presides over the work performed by the Board and monitors that the Board is performing its duties in accordance with the Rules of Procedure adopted by the Board.

The Chairman shall ensure that the meetings of the Board of Directors are held according to the Rules of Procedure and that the members of the Board of Directors receive adequate information and basis of decisions for their work.

The Chairman shall organise and direct the work of the Board of Directors and monitor the duties carried out by the Board of Directors and the CEO. The Chairman shall verify that the resolutions by the Board of Directors are implemented.


THE BOARD’S COMMITTEES

To support the Board of Directors within certain specific areas, the Board of Directors has established two committees, which prepare and evaluate issues to be decided upon by the Board of Directors within the scope of each committee’s specific area. The committees are: the Audit and Risk Committee and the Remuneration Committee.


AUDIT AND RISK COMMITTEE

The main responsibilities of the Audit and Risk Committee include supporting the Board of Directors in; ensuring that NOBA’ financial reports are produced in accordance with applicable legislation, accounting standards and other relevant requirements; that NOBA has adequate internal control and formalized routines to ensure compliance with approved policies and processes for internal governance and control and financial reporting; in identifying and defining risks within NOBA’s business and ensuring that risk taking is measured and controlled; supporting the Board of Directors on matters relating to NOBA’s current and future risk appetite and risk strategy; and assisting the Board of Directors in reviewing risk management policies and practices and monitoring the Management’s implementation of the risk strategy.


REMUNERATION COMMITEE

The principal duty of the Remuneration Committee is to support the Board of Directors in its work in ensuring that the risks associated with NOBA’s remuneration system are identified, dealt with appropriately and reported. The Remuneration Committee also assists the Board of Directors by establishing principles regarding remuneration at NOBA, preparing remuneration matters to be decided upon by the Board of Directors, and ensuring that the remuneration systems are in compliance with applicable laws and regulations.

NOBA Bank Group AB (publ)
Gävlegatan 22
113 30 Stockholm

Org.nr 556647-7286
Registered Office: Stockholm

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