Corporate Governance
SKF Care defines the Group’s approach to securing sustainable, positive development over the short, medium and long term. SKF applies the principles of sound corporate governance as an instrument for increased competitiveness and to promote confidence in SKF among all stakeholders. Among other things, this means that the company maintains an efficient organizational structure with clear areas of responsibility and clear rules for delegation and decision making together with an accountability framework, that the financial and sustainability reporting is transparent and that processes governing such reporting is paved by a robust risk management and assurance framework and that the company in all respects maintains good corporate citizenship.
The corporate governance principles applied by SKF are based on Swedish law, in particular the Swedish Companies Act and the Swedish Annual Accounts Act, and the regulatory system of NASDAQ Stockholm AB (Stockholm Stock Exchange) as well as the Swedish Code of Corporate Governance (the “Code”) issued by the Swedish Corporate Governance Board and the AB SKF Articles of Association.
Swedish Code of Corporate Governance
The Code was originally introduced on 1 July, 2005 by the Swedish Corporate Governance Board. The Code has been revised several times since the introduction and the applicable Code is available at the website of the Swedish Corporate Governance Board
www.corporategovernanceboard.se
It is considered good stock exchange practice for Swedish companies whose shares are traded on a regulated market to apply the Code. SKF applies the Code, and the Corporate Governance Report has been prepared in accordance with the Code and the Swedish Annual Accounts Act. Furthermore, SKF has provided information on the company’s website in line with the Code requirements. The Annual General Meeting in 2023 was also held in accordance with the Code rules. The auditor of the company has read and performed a statutory examination of the Corporate Governance Report.
The Swedish Corporate Governance Board has published a brochure as a service to investors wishing to understand Swedish corporate governance. See links to the homepage of the Swedish Corporate Governance Board and the brochure below.
Special features of Swedish Corporate Governance (301.58 KB)
General information about how the company is managed
The shareholders’ meeting is the company’s highest decision-making body. The Annual General Meeting of shareholders shall be held within six months after the end of the financial year. At the Annual General Meeting the shareholders exercise their voting rights for e.g. the composition of the Board of Directors, adoption of principles of remuneration for Group Management and election of external auditors.
SKF has issued A and B shares. An A share entitles the shareholder to one vote and a B share to one-tenth of a vote.
The Board of Directors has a responsibility for the company’s organization and for the oversight of the management of the company’s affairs and is, together with the President and Group Management defining and continuously monitoring SKF’s vision, mission, values and drivers. The Chairman of the Board of Directors shall direct the work of the Board and monitor that the Board of Directors fulfils its obligations. The Board annually adopts written rules of procedure for its internal work and written instructions.
The President of the company, who is also the Chief Executive Officer, is appointed by the Board of Directors and handles the day-to-day management of the company’s business in accordance with the guidelines and instructions from the Board. The approval of the Board is, for example, required in relation to investments and acquisitions above certain amounts, as well as for the appointment of certain senior managers. The President is supported by Group Management.
SKF is organized in four industrial regions: Americas; Europe, Middle East & Africa (EMEA); India & Southeast Asia (ISEA) and China & Northeast Asia (CNEA). There is one global Automotive business unit, and six independent business units collectively referred to as Independent and Emerging Business. Every region and business unit has its own operational and financial responsibility. Further, there are six Group staff units: Group Operations, Group Technology Development, Group Commercial Excellence Bearings, Group Finance, Group Legal & Compliance, and Group People Experience & Communication. Each Group staff unit has its own defined area of responsibility and the task to define strategic directions and fundamental requirements within its area. Policies and instructions are in place to ensure that matters of certain importance are referred to the President and/or the Board of Directors.