Board committees

Audit and Sustainability Committee

The Company’s Audit and Sustainability Committee is governed by the Norwegian Public Limited Liability Companies Act and a separate instruction adopted by the Board of Directors. The members of the Audit and Sustainability Committee are appointed by and among the members of the Board of Directors. A majority of the members shall be independent of the Company’s Executive Management, and at least one member shall have qualifications within accounting or auditing. Board members who are also members of the Executive Management cannot be members of the Audit and Sustainability Committee. In 2021, the Committee’s mandate has been updated to reflect the new Norwegian Auditors’ Act. The principal tasks of the Audit Committee are to:

  • Prepare the Board of Directors’ supervision of the Company’s financial reporting process
  • Monitor the systems for internal control and risk management
  • Continuous contact with the Company’s auditor regarding the audit of the annual accounts
  • Review and monitor the independence of the Company’s auditor, including in particular the extent to which services than auditing provided by the auditor or the audit firm represent a threat to the independence of the auditor

The current Audit and Sustainability Committee is composed as follows:

  • Espen Gundersen, Chair
  • Jørgen Kildahl
  • Maria Tallaksen
  • Maria Moræus Hanssen

Organisation and Remuneration Committee

The Company’s Organisation and Remuneration Committee is governed by a separate instruction adopted by the Board of Directors. The instruction was updated in 2021. The members of the Organisation and Remuneration Committee are appointed by and among the members of the Board of Directors and shall be independent of the Company’s Executive Management. The principal tasks of the remuneration committee are to prepare:

  • Guidelines for remuneration of Executive Management in accordance with the Norwegian Public Limited Liability Companies Act section 6-16 a
  • Other matters relating to remuneration and other material employment issues in respect of the Executive Management
  • Key performance indicators for organisation/ HR in cooperation with the CEO and the EVP People & Organisation, and based on these indicators review the performance on a regular basis.

The current Organisation and Remuneration Committee is composed as follows:

  • Jørgen Kildahl, Chair
  • Mette Krogsrud
  • Morten Henriksen
  • Pål Kildemo

To elevate the Company’s ESG commitments, the responsibilities of the ESG committee will be carried out by the collective Board of Directors from 2023 onwards. The Audit Committee will be responsible for tasks related to ESG reporting and regulations.

Nomination Committee

Scatec has established a Nomination committee in accordance with the Articles of Association. The Nomination Committee is independent of the Board and management of the company, and its composition shall ensure the shareholder’s interests. The Instructions for the Nomination Committee are available here.

Members of the Nomination Committee are elected by the General Meeting for a period of two years. The General Meeting also elect the Chairman of the Nomination committee, and decide upon the committee’s compensation.

The current Nomination Committee is composed of Kristine Ryssdal (Chair), Mads Holm, Annie Golden Bersagel and Christian Rom. Please see below for the profiles.

Kristine Ryssdal
Chair of the Nomination Committee
Phone: +47 95 02 83 20.

Kristine Ryssdal has since 2016 been EVP General Counsel in Yara International ASA. She has previously held leading positions in both Equinor ASA and REC ASA. Ryssdal has since 2018 been a member of Norges Bank’s Executive Board. Further, she has experience from the board of Borregaard ASA.

Mads Holm
Member of the Nomination Committee

Mads Holm is currently Group CFO of ISS. Prior to his current position, he was Senior Vice President & Head of Finance in Equinor ASA, where he among other things is responsible for Equinor’s financial investments within the renewable industry. From 2003-2012 he was employed by Danske Markets. Holm holds a Master of Business and Accounting from Copenhagen Business School.

Ole Jakob Hundstad
Member of the Nomination Committee

Ole Jakob Hundstad has been portfolio manager at FOlketrygdfondet since 2008. He has previous experience as portfolio manager for Fonsdfinans, and is also a member of the nomination committee of TGS ASA. He holds a Master of Science in Business Administrion from BI Norwegian Business School, and is an Authorised Portfolio Manager and Certified European Financial Analyst from the Norwegian School of Economics.

Christian Rom
Member of the Nomination Committee

Christian Rom has been portfolio manager of DNB Asset Management’s global environmental strategies since 2010. Prior to his position with DNB, Rom worked at Carnegie Securities as a sell-side equity analyst specialising in technology, mining and renewables. Rom holds a Master of Science in Business and Economics from Norwegian School of Management (BI) from Oslo, Norway.

Election of members to Scatec’s Board of Directors
In connection with the annual evaluation of the Board of Directors, shareholders may propose candidates to the Board of Directors to the Nomination Committee. Proposals can be submitted to the Chairman of the Nomination Committee.

Proposal of candidates to the Board of Directors

Any shareholder is entitled to propose candidates to Scatec ASA’s Board of Directors and the Nomination Committee.

Proposals can be sent to the administration by sending an e-mail to siobhan.minnaar@scatec.com or the Chair of the Nomination Committee Kristine Ryssdal at kristine.ryssdal@yara.com.

When proposing candidates, please include the following information:

  • Full name of the proposed candidate
  • Contact details of the candidate (if available)
  • Qualification of the candidate
  • The number of shares held in Scatec ASA by the individual submitting the proposal.

The Nomination Committee will review and assess the candidate and thereafter decide if the candidate is to be proposed elected by the general meeting of Scatec ASA.

Proposals must be submitted within 31 January 2024 to be considered for the upcoming election of member to the board of directors at the annual general meeting on 18 April 2024.