Committee Composition

Committee Composition

The NKT Board of Directors has appointed four committees: an Audit Committee, a Nomination Committee, a Remuneration Committee and a Working Committee for NKT Photonics.

Audit Committee

The Audit Committee comprises two members of the Board of Directors, currently Jutta af Rosenborg, Karla Lindahl and Jens Maaløe*. 

The Audit Committee is appointed for one year at a time and receives special remuneration for its work. This remuneration is approved at the Annual General Meeting.

The Audit Committee monitors the company's accounting and internal controls, and establishes conditions and a framework for the work of the external auditors.

The work of the Audit Committee is defined in an annual plan approved by the Board of Directors.

 The principal tasks of the Audit Committee are: 

  • To define the qualifications required by the Board of Directors and the Executive Management, to state the expected time commitment for a specific position, and to evaluate the balance of skills, knowledge and experience represented
  • To evaluate annually the structure, size, composition and performance of the Board of Directors and the Executive Management and to make recommendations to the Board of Directors with regard to changes
  • To evaluate annually the skills, knowledge and experience of the individual members of the Board of Directors and the Executive Management and to report the findings to the Board of Directors
  • To consider executive candidates proposed by relevant persons, including shareholders, the Board of Directors and the Executive Management
  • To identify and recommend candidates to the Board of Directors for positions on the Board of Directors and the Executive Management. 

The Audit Committee holds a minimum of four meetings annually.

Terms of reference for the Audit Committee

*Not considered independent, cf. Danish Recommendations for Corporate Governance


Nomination Committee

The Nomination Committee comprises two members of the Board of Directors, currently Andreas Nauen and Jens Maaløe*.

The Nomination Committee is appointed for one year at a timeand receives special remuneration for its work. This remuneration is approved at the Annual General Meeting.

The tasks of the Nomination Committee are: 

  • To define the qualifications required by the Board of Directors and the Executive Management, to state the expected time commitment for a specific position, and to evaluate the balance of skills, knowledge and experience represented
  • To evaluate annually the structure, size, composition and performance of the Board of Directors and the Executive Management and to make recommendations to the Board of Directors with regard to changes
  • To evaluate annually the skills, knowledge and experience of the individual members of the Board of Directors and the Executive Management and to report the findings to the Board of Directors
  • To consider executive candidates proposed by relevant persons, including shareholders, the Board of Directors and the Executive Management
  • To identify and recommend candidates to the Board of Directors for positions on the Board of Directors and the Executive Management. 

*Not considered independent, cf. Danish Recommendations for Corporate Governance


Remuneration Committee

The Remuneration Committee comprises two members of the Board of Directors, currently Jutta af Rosenborg and Jens Maaløe*. 

The Remuneration Committee is appointed for one year at a time and receives special remuneration for its work. This remuneration is approved at the Annual General Meeting.

The tasks of the Remuneration Committee are: 

  • To submit proposals to the Board of Directors concerning the remuneration policy for the Board of Directors and the Executive Management, including the general principles for incentive pay schemes, prior to approval at the Annual General Meeting  
  • To submit proposals to the Board of Directors concerning the remuneration of the Board of Directors and the Executive Management, and to ensure that this remuneration is consistent with the company’s remuneration policy and the evaluation of the performance of the persons concerned. The Committee must be informed of the total amount of remuneration received by members of the Board of Directors and the Executive Management from other companies in the Group
  • To verify that the information contained in the Annual Report concerning the remuneration of the Board of Directors and the Executive Management is correct, true and adequate. 

Remuneration policy: In English
Remuneration policy: In Danish

*Not considered independent, cf. Danish Recommendations for Corporate Governance