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2016 Nordic Board Index Contents 1 Foreword 2 HigHligHts oF tHe 2016 Nordics Board iNdex 4 Our survey approacH 5 Board compositioN 8 diversity 12 New directors, age aNd leNgtH oF service 15 remuNeratioN 18 Board meetiNgs aNd committees 21 ComparisoN taBles 22 International comparison 28 Board composition 36 Board remuneration in 2015 44 Board committees 48 About speNcer stuart Foreword The Spencer Stuart 2016 Nordic Board Index is an annual study which analyses aspects of board governance, including board composition, committees and director remuneration, among major listed companies. First published 30 years ago in the US, there are now Board Indexes in 18 countries around the world. The Nordic Board Index analyses 125 of the largest listed companies in the region which comprise the following indices: OMX Copenhagen (25 companies), OMX Helsinki (25 companies), OBX (25 companies), OMX Stockholm (50 companies). Our purpose is to provide business leaders with a snapshot of current practice on boards across the region. In our analysis we examine year-on-year changes on a wide range of measures, from board size and diversity to director commitments and remuneration. We also compare Nordic companies with their counterparts in other countries, both in Europe and the US. We include a chart showing how different boards in different countries compare on key governance parameters, and conclude the Board Index with tables showing detailed information on all 125 featured companies. We hope you find this edition of the Nordic Board Index useful. The latest edition of each Spencer Stuart Board Index can be found on our website, (www.spencerstuart.com/board-indexes) alongside a wide range of other publications covering board and corporate governance issues. The Spencer Stuart Nordic Board Practice nordic board index 2016 1 Highlights of the 2016 Nordics Board Index WOMEN oN BOARDS The percentage of women sitting on boards across % the region has risen slightly from 2015 (32.5%), 34.1 although the range is surprisingly wide, ranging from 25.7% in Denmark to 44.1% in Norway. The latter The proportion of women remains the world leader in this regard, having sitting on Nordic boards implemented legal measures more than 10 years ago. For further detail, see page 8. NEW DIRECTORS The percentage of new non-executive directors appointed to the board has increased from 12% last % year. Of these, 41.6% were women; in Norway that 16.4 figure was 44.4%. In Denmark, 37% of new directors were women, rising from 31% in 2015. The proportion The proportion of new board of new appointees on Danish boards who were members in Nordic countries foreign decreased from 50% to 37%. For further detail, see page 12. WOMEN oN EXECUTIVE COMMITTEES Sweden and Norway continue to have the highest representation of women on executive committees across Europe, at 22% and 20% respectively. While % the Nordic region is renowned for the level of 19 female representation on its companies’ boards, there is still work to be done in terms of the pipeline The percentage of women on of future board directors. In Denmark for example the executive committees of the number of women on executive committees is a Nordic companies lowly 12%, somewhat behind its Nordic peers. For more detail, see the International Comparison chart on pages 22-27. 2 spencer stuart DIRECTOR REMUNERATION The average retainer fee paid to non-executive €31,208 directors across the region was €49,222 in 2015, virtually unchanged from the previous year. Sweden has the highest average retainer at €53,151, followed to €53,151 by Finland at €52,956 and Denmark at €50,839. Non- executive directors serving on Norwegian boards The range of retainer fees continue to receive the lowest retainer fee, at €31,208 paid to non-executive directors markedly below the other countries in the region. For in Nordic companies further details of total remuneration, including attendance and committee fees, see page 15. BOARD MEETINgs The average number of scheduled board meetings 9.9 held across the region is unchanged from last year at 9.9. The average number of meetings in Denmark is The average number of 8.6, in Finland 12.2, in Norway 10 and in Sweden 9.2. scheduled board meetings The level of disclosure varies across the region: some in Nordic companies in companies break down the total number of meetings the last year in the past year into scheduled vs. ad hoc and in person vs. conference calls. See page 18. AGE The average age of all board directors in the Nordic region remains steady at 57 years. Denmark and Finland share near-identical averages, at 58.0 and 57years 58.1 years respectively. Norway’s board directors are still the region’s youngest, averaging 55.5 years. The average age of directors Switzerland has the oldest board directors in Europe, with an average age of 61.1 years. Russia’s are the youngest, at an average 53.6 years. See page 12. nordic board index 2016 3 Our survey approach The purpose of this survey is to review and analyse board structures at the largest companies across the Nordic region, noting changes to the data from previous years and identifying trends. The 2016 Nordic Board Index covers the 25 largest listed companies by market capitalisation in Denmark (OMX Copenhagen), Finland (OMX Helsinki) and Norway (OBX), and the 50 largest listed companies in Sweden (OBX Stockholm) at May 2016. In Denmark, Simcorp has dropped out of the top 25 companies and its place has been taken by DFDS. In Finland, Caverion has been replaced by Sponda. In Norway, four companies have dropped out of the top 25: Akastor, Aker Solutions, Norwegian Energy Company and Subsea 7. They have been replaced by AF Gruppen, Austevoll Seafood, Norwegian Air Shuttle and Tomra Systems. In Sweden, three companies dropped out of the top 50: Ericsson, Ratos and SSAB. They have been replaced by Autoliv, Fingerprint Cards and Pandox. In our analysis we have split out non-executive directors from employee representatives serving on boards. Unless specifically stated, we have excluded employee representatives from our analysis. The remuneration data covered in this Board Index is for 2015. 4 spencer stuart Board composition BOARD SIZe Denmark continues to have the largest boards in the region when employee representatives are included, with an average of 10 directors. If we exclude these directors, then Finland and Sweden have the largest boards with an average of eight directors. Average board size in Nordic countries Denmark Finland Norway Sweden All directors 10 8.2 8.5 9.9 Excluding employee representatives 7 8.0 6.0 8.0 Board size Percentage of boards Number of directors including employee representatives excluding employee representatives 8 and under 38% 74% 9 to 11 50% 25% 12 to 14 11% 1% 15 and more 1% - While it is common for employee representatives to sit on boards in Denmark, Norway and Sweden, of the 25 Finnish companies in our sample, only two of them (Tieto and Valmet) have such a role on their board. Conversely, in Denmark just two companies (Pandora and DSV) of the 25 in our sample have no employee representatives on their board. Rules governing the proportion of employee representatives among directors vary from country to country. Corporate governance codes in all four countries require companies to detail in their annual reports policies regarding employee representatives. Employee representatives Denmark Finland Norway Sweden 0 8% 92% 12% 40% 1 to 2 4% 8% 20% 26% 3 to 4 84% 0% 68% 32% 5 to 6 4% 0% 0% 2% nordic board index 2016 5 board composition Nordic boards remain the smallest in Europe. The largest are found in Germany and France, at 14.1 and 13.9 directors respectively, although when discounting employee representatives, the figure for Germany falls to 7.7 directors. The broader view: Average board size Denmark Finland Norway Sweden Belgium France Germany Italy Netherlands Russia Spain Switzerland UK USA 10 8.2 8.5 9.9 10.4 13.9 14.1 11.6 9.2 10.1 10.8 10.5 10.2 10.8 tHe ROLES oF cHAIRMAN aNd cHIEF EXECUTIVE In Nordic countries, the roles of chairman and chief executive have traditionally been separate. However, a new entrant in our sample, Sweden’s Autoliv, does combine these roles. Given its history as a Swedish/American merger, this is perhaps unsurprising — 52% of S&P 500 companies continue to combine the role. The combined role still exists in listed companies in Spain (66%), France (55%) and Italy (18%). Interestingly, the number of companies where the chairman and CEO roles are combined increased in Spain in the past year, but fell in France. iNDEPENDENCE Due to the low number of executives serving on Nordic boards, the region has a notably high percentage of independent directors at 72%. Finland has the most independent directors at 83%, followed by Norway at 80%, Denmark at 66% and Sweden at 64%. In Europe, only Switzerland, at 88%, has a higher percentage of independent directors on the board. The comparable figure in the US is 84%. The broader view: Independent directors Denmark Finland Norway Sweden Belgium France Germany Italy Netherlands Russia Spain Switzerland UK USA 66.3% 83.1% 79.6% 63.7% 44.8% 69% 60% 50.1% 60% 32% 43% 88% 61.1% 84% 6 spencer stuart NoN-EXECUTIVE DIRECTORS This is the second year in which we have analysed the split between non-executive directors who also have a full-time executive role in other organisations and those who are portfolio directors. Non-executives: portfolio vs.
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