Page 93 - Mantena Annual Report 2021
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by the Norwegian Accounting Standards Board (NRS). Mantena is also guided by the approved tax policy published on the company’s website.
Responsibility for Mantena’s financial reporting is split between the central Finance department, separate finance functions in the business areas and the Accounting department. Central Finance decides and follows up on common accounting principles, receives reports and handles consolidation. The business areas prepare monthly written reports with comments.
Monthly consolidated financial statements are prepared, with income statement, annual forecast, balance sheet and cash flow analysis for the Group, and presented to Group management and the Board of Directors.
Deviation from the Code: None
SECTION 11 REMUNERATION OF THE BOARD OF DIRECTORS
The general meeting determines the remuneration of the members of the Board of Directors. Remuneration of Board members is not performance-based. There are no share option schemes for Board members or anyone else in Mantena.
Deviations from the Code: None
SECTION 12 REMUNERATION OF EXECUTIVE PERSONNEL
Mantena follows the government’s guidelines in determining compensation to senior executives.
The Board’s statement on the determination of salaries and other remuneration to senior executives is shown in a note to the consolidated financial statements, which are available on the company’s website.
The main objective of the company’s executive pay policy is that management salaries in the company should be competitive but tend towards moderation in not being a leader in terms of pay compared to similar companies.
Remuneration to senior executives mainly comprises a fixed salary which is normally adjusted once a year. Mantena has a bonus scheme for the Managing Director/CEO. There are no option schemes or programmes for distributing shares to employees in Mantena.
Benefits to the Managing Director/CEO and senior executives are itemised and quantified in a note to the consolidated financial statements.
Deviations from the Code: None
SECTION 13 INFORMATION AND COMMUNICATIONS
Mantena publishes annual accounts on the company’s website www.mantena.org.
Mantena does not have securities traded on a stock exchange
or other public marketplace and is thus not subject to the requirements for information and communication in the Securities Trading Act and the Stock Exchange Regulations. The Board of Directors has therefore judged that there is no need for guidelines for reporting the company’s results and other information or for contact with shareholders outside the general meeting.
Deviation from the Code: In view of its ownership and the fact that the company is not subject to the requirements of the Securities Trading Act and the Stock Exchange Regulations, this section is not considered relevant to Mantena.
SECTION 14 TAKE-OVERS
Because the company is 100 per cent owned by the Norwegian State, the Board of Directors of Mantena has not yet found it necessary to draw up any guiding principles for how it should act in the event of a takeover bid.
Deviations from the Code: The Board of Directors has not yet found it necessary to draw up any guiding principles for how it will act in the event of a takeover bid.
SECTION 15 AUDITOR
The general meeting elects the company’s auditor. To appoint the company’s auditor, the administration makes a recommendation to the Board of Directors, and the resolution of the Board forms the basis for decision by the general meeting. The company’s appointed auditor is Deloitte AS.
The auditor holds a meeting with the Board of Directors at least once a year to review the company’s financial situation. The auditor attends the company’s general meeting.
Each year, the auditor provides the Board of Directors with written confirmation that the auditor meets the requirements
for independence. It is stated in a note to the accounts how the auditor’s remuneration is broken down between regular audits and various additional services.
Guidelines have been laid down for the general manager to make use of other services from the auditor.
Deviation from the Code: None.
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