The board and its work

The Board of Directors is currently made up of seven members chosen by the annual general meeting and two employee representatives, as well as two deputies for the employee representatives. The group’s CFO, who is not a Board member, serves as the secretary of the Board. The Board follows a fixed working agenda designed to satisfy its need for information. The agenda is prepared in accordance with the rules of procedure concerning the division of responsibility between the Board and CEO that the Board adopts at the meeting following its election.

For the 2009 fiscal year, the Board held a total of 11 meetings – seven scheduled and four extra. One of the extra meetings was by phone, two by correspondence and one immediately following its election. The Board had a quorum at all meetings. In addition to the members of the Board, other employees of the company participated in various reporting and administrative capacities.

Following is a typical Board Meeting Agenda :

• The meeting is called to order and the agenda is approved
• The keeper and verifiers of the minutes are chosen
• The minutes of the previous meeting are read
• The CEO’s report on the company’s activities and the state of the market is presented
• Investment matters are discussed
• Items involving exposure to big customers are taken up
• Other questions (acquisitions, incentive programs, legal formalities, etc.) are considered
• The meeting is adjourned

Under the Companies Act and the Board’s rules of procedure, the Board is responsible for PartnerTech’s organization and management. The Board follows the company’s performance by means of its customary duties, monthly reporting and ongoing contact among its members in order to enable preparation of and decisions about longterm overall strategies, adoption of budgets, approval of major investments and consideration of other business matters. The Board evaluates its own efforts and those of the CEO on an annual basis.