Board of Directors

Telia Company’s Board of Directors consists of eight members elected by general meeting, serving one-year terms, and three employee representatives from the Swedish operations. The 2019 EGM elected Lars-Johan Jarnheimer as Chair of the Board of Directors.

The members elected by the Annual General Meeting are considered to be independent in relation to the company and to the shareholders.

The Board of Directors is responsible for the company's organization and the management of the company's business, which means that the Board of Directors determines the Group's general strategy and makes strategic decisions of greater importance.

The Board of Directors appoints the Chief Executive Officer and issues guidelines for the management of the Group.

The guidelines for the work of the Board of Directors are set down in standing orders. The standing orders contain rules regarding the number of ordinary Board meetings (at least five ordinary meetings per calendar year), the agenda of ordinary Board meetings, responsibilities within the Board of Directors, including the obligations of the Chair of the Board, responsibilities of members of the Board and the CEO, and how work is carried out in committees.

Activities

In 2020, the Board of Directors held nine ordinary meetings (whereof one inaugural meeting) and three extra meetings.

Due to COVID-restrictions, the meetings moved to digital during the course of 2020. In addition to following up on the day-to-day business of the group, the Board of Directors paid special attention to:

Strategic options, with specific review of the changing business environment in the telecom industry
Follow-up of major strategic initiatives within the business operations
Follow-up on the integration work related to the Bonnier Broadcasting acquisition
Strategic 5G partnerships and launch of the 5G network throughout the footprint
Operating model and organizational issues, including the enrollment of the new operating model
Review of the overall sustainability risks for the group
Appointment of Allison Kirkby as the President and CEO of Telia Company
COVID-19 related issues
Monitoring and expiration of the global settlement agreement with the US Department of Justice
Developments in Turkcell in Turkey, until divestment
M&A activities including divestment of Telia Carrier, Roshan, Turkcell Holding and Moldcell
Review of efficiency initiatives and cost-reduction programs
Regulatory developments in the telecom industry
Potential acquisitions and joint ventures
Investments in telecom licenses and spectrum permits
Follow-up of CAPEX, in particular, related to network investments
Capital structure of the group, including to not execute remaining SEK 5 billion of the buy-back program and issuing of a green hybrid bond of EUR 500 million and a bond of EUR 500 million in a 10-year deal maturing in November 2030 under its existing EUR 12 billion EMTN (Euro Medium Term Note) program
Human resources related issues, in particular, succession planning and performance management

Further, the Board of Directors evaluated its internal work during 2020 and the result was reported to the Nomination Committee.

Committees

To improve board work efficiency, the Board of Directors has appointed a Remuneration Committee and an Audit and Responsible Business Committee. The Committees prepare recommendations for the Board of Directors and make proposals on matters that require the Board’s approval. The Committees also continuously give reports to the Board of Directors in relation to its work.

The Remuneration Committee

The Remuneration Committee, among other things, assists the Board of Directors by preparing proposals on remuneration and monitor and evaluate on a regular basis the structures and levels of remuneration for the CEO and other members of the Group Executive Management. The committee consists of Lars-Johan Jarnheimer (Chair), Rickard Gustafson and Luisa Delgado.

The Audit and Responsible Business Committee

The Audit and Responsible Business committee assists, among other things, the Board of Directors in fulfilling its responsibility in relation to financial reporting, internal control, internal and external audit, enterprise risk management and the company’s process for monitoring compliance with laws and regulations (including laws and regulations within financial reporting, accounting standards and other requirements for listed companies) as well as monitoring the company’s assurance of key risks and mitigating controls. The committee consists of Nina Linander (Chair), Ingrid Bonde and Jimmy Maymann.

If you believe there are deficiencies in Telia Company’s financial reporting or if you suspect any misconduct within the Telia Company group, you may address your concerns to:

Telia Company AB, Board of Directors
Att: Jonas Bengtsson, Secretary of the Board
Stjärntorget 1
169 94 Solna
Sweden

The Remuneration Committee and the Audit and Responsible Business Committee evaluated its internal work during 2020 by self-assessment.

Remuneration

At the 2021 Annual General Meeting, it was decided that the remuneration to the Board of Directors shall until the next Annual General Meeting, be SEK 1,910,000 to the Chair (2020: SEK 1,825,000), SEK 900,000 to the Vice-Chair (2020: SEK 860,000) and SEK 640,000 to each other director elected by the Annual General Meeting (2020: SEK 610,000).

The Chair of the Board of Directors’ Audit and Responsible Business Committee will receive remuneration of SEK 285,000 (2020: SEK 275,000) and other members of the Audit and Responsible Business Committee will receive SEK 160,000 each (2020: SEK 150,000), the Chair of the Board of Directors’ Remuneration Committee will receive SEK 75,000 (2020: SEK 70,000) and other members of the Remuneration Committee will receive SEK 75,000 each (2020: SEK 50,000).

Board of Directors

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Lars-Johan Jarnheimer

Ingrid Bonde

Agneta Ahlström

Stefan Carlsson

Luisa Delgado

Rickard Gustafson

Jeanette Jäger

Nina Linander

Jimmy Maymann

Martin Tivéus

Rickard Wäst

Activities

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Committees

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Remuneration

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