The Board has written Rules of Procedure for its ways of working. A formal schedule sets out those matters specifically reserved for the Board and its Committees.
Those matters include decisions on Group strategy and direction, acquisitions, disposals and joint ventures, capital structure, material contracts, corporate governance and Group policies.
The Board of Directors has adopted written instructions for the CEO. The roles of the Chairman and the CEO have been established in writing to ensure the clear division of responsibilities and this has been agreed by the Board.
At least once a year the Board reviews the relevance and appropriateness of the Rules of Procedure and the reporting structure and Instructions as well as the instructions to the CEO.
The Board of Directors has established relevant guidelines for the Group’s sustainability, with the aim of ensuring its long-term capacity for value creation. Sustainability for the Kindred Group has a number of different aspects:
- Responsible gaming and player safety – as part of a customer-centric strategy.
- Compliance with laws and regulations – as a major player in a highly regulated industry.
- Best practice in corporate governance – as fits a high value publicly-listed company.
- Environmental impact – addressed both through disclosure and our decision-making.
- Employee engagement – as part of our commitment to play in our communities.
- Tax policy – so Kindred Group pays the right taxes in the right territories as part of its contribution to wider society.
- Corporate policies in each area have been approved by the Board.
The Board work during 2018
The Board and its Committees usually meet every second month throughout the year. The number of Board and Committee meetings attended by each of the Directors during the year can be seen in the table below.
At all meetings, the CEO reports on the business developments within the operations. The General Counsel reports on legal trends in the gaming market and the Group Head of Risk reports annually on the risk aspects of the business. Annually, the Head of Internal Audit reports to the Board concerning key findings and recommendations developed in the year. Members of the Executive Committee and other senior managers attend meetings to update the Board on their areas of responsibility and to discuss future plans.
The key points at the Board meetings in 2018 were matters related to innovation, information technology, product management, strategy and business plan, budgets, forecasts, key policies and the new regulations in the USA and in Sweden.
|Board1||Audit Committee||Remuneration Committee|
|Number of meetings held||16||4||4|
|Anders Ström, Chairman||12||–||–|
1 The Board meetings tabled above consist of physical Board meetings and meetings held via conference call. The Board holds quarterly calls to review and approve the results of the Group and receive reports from the Audit Committee.
2 Sophia Bendz and Nigel Cooper resigned from the Board of Directors at the 2018 AGM in May.
3 Hélène Barnekow and Gunnel Duveblad were appointed to the Board of Directors at the 2018 AGM in May.