The Board of Directors is responsible towards NNIT’s shareholders and other stakeholders, for the overall performance of the company, as well as the financial development and overall strategy of the company.
The Board consists of a Chairman, Deputy Chairman and two to six other Board members elected by the shareholders at the Annual General Meeting based on recommendations by the Chairmanship. Board members elected by the shareholders are elected for a term of one year. Re-election can take place.
In addition, the NNIT employees elect a number of representatives corresponding to half of the total number of Board members elected by the shareholders. All Board members are registered with the Danish Business Authority.
When nominating candidates for the Board of Directors, the Chairmanship seeks to achieve a balance between renewal and continuity, and it is NNIT’s aim that at least half of its shareholder-elected Board members are independent in accordance with the Danish Corporate Governance Recommendations.
Employee-elected Board members should reflect the composition of NNIT’s employees.
It is NNIT’s aim that the Board of Directors possesses the qualifications of integrity, accountability, fairness, financial literacy, commitment and desire for innovation and experience from the management of companies, which market their products and services globally.
The Board of Directors holds at least six to eight ordinary meetings a year including one strategy meeting. The Chairman convenes an extraordinary meeting when deemed necessary or when requested by a member of the Board of Directors, a member of the Executive Management, or by the Company’s external auditor.
The Board of Directors annually conducts a self-assessment and review of the Executive Management's performance and succession preparedness. The chairman of the Board has the overall responsibility for conducting the self-assessment of the Board of Directors and review of the Executive Management. Every third year the self-assessment and review is facilitated by external consultants, who interview all members of the Board of Directors and the Executive Management. The last time the self-assessment was facilitated by external consultants was in 2018.
The annual self-assessment in 2020 included an assessment of strategy development and implementation, cooperation between the Board of Directors and the Executive Management, Board composition and dynamics, preparation and accomplishment of board meetings, Committee value contribution and evaluation of the chairman.
Overall, the self-assessment revealed good performance by the Board of Directors as well as good cooperation between the Board of Directors and the Executive Management. The Board found that the initiatives taken during 2020 to further increase the Board’s focus on the strategy development and implementation and the monitoring of performance on relevant quantitative indicators, linked to the strategy had strengthened the overall strategy.