Work of the Board of Directors

The work of the Board of Directors is dictated by a board policy, which sets standards for the frequency and agenda of board meetings, pre-circulation of material for meetings, and matters to be brought to the board for information or decision. A section of the policy also regulates the division of responsibility between the Board, the Chairman of the Board and the President, as well as defines the President’s authority. The Chairman prepares the board meetings together with the President. Presentations are made by the President and executive management at each scheduled board meeting on operational matters, including development and progress within research and business development and financial reports and forecasts. The Board makes decisions in important areas such as strategy; scientific, marketing and financial plans; material agreements; budget; finance policy and other significant corporate policies as well as larger capital expenditures. In addition, the Board reviews the development and performance of the company. The Board held six scheduled and six additional board meetings during 2007.

The company’s independent auditor reports directly to the Board on selected board meetings as well as to the Audit Committee.

A Compensation Committee, consisting of two board members including the chairman of the board, is handling questions regarding executive management’s compensation and benefits, including that of the President. Leon Rosenberg, Chairman, and Birgit Stattin Norinder serve on the Committee since April 2008. The Committee prepares remuneration issues for board approval and makes decisions in compensation matters of lesser significance. The Board makes all policy decisions regarding remuneration of executive management and the salary of the President.