Investor Presentaiton
53
A.P. Moller-Maersk Annual Report 2020
Directors' Report Governance
Corporate governance
=1
recruitment, and evaluates candidates for election
to the Board of Directors at the General Meeting.
The Committee meets on a regular basis.
The Remuneration Committee
The Remuneration Committee consists of three
Board members, one of whom is the Chairman of the
Board. The Remuneration Committee makes propos-
als to the Board of Directors for the remuneration
of the Board of Directors and members of the Exec-
utive Board. Furthermore, the Committee makes
proposals to the Board, e.g. with regard to incen-
tive schemes, reporting and disclosure of remunera-
tion, and the remuneration policy. The Remuneration
Committee ensures that the remuneration policy
and practices as well as incentive programmes
support the strategy of A.P. Møller-Mærsk A/S
and create value for the shareholders. The majority
of the members are independent. The Committee
plans four meetings per year.
The Transformation & Innovation
Committee
The Transformation & Innovation Committee con-
sists of three to four Board members appointed
by and among the Board members. The Commit-
tee is established with the purpose of support-
ing the transformation of the company as well as
the development of the company's overall strate-
gic direction and innovation agenda. The majority
Overview of committee members and attendance rate for 2020
Board
of Directors
Chairmanship
Audit
Committee
6/6
of the members are independent. The Committee
plans four meetings per year.
Rules of procedure
The Rules of procedure for the Audit Committee,
Nomination Committee, Remuneration Committee
and Transformation & Innovation Committee are
available on the company webpage.
Group Internal Audit
Group Internal Audit was established in 1998 and
provides assurance to the Board of Directors and
the Audit Committee and acts independently of
the Executive Board. Group Internal Audit's main
focus is to review the effectiveness of internal
Transformation
Nomination
Committee
Remuneration
Committee
& Innovation
Committee
Jim Hagemann Snabe¹
8/8
(Chairman)
7/7
6/6
Ane Mærsk Mc-Kinney Uggla
8/8
5/5
5/5
4/4
(Chairman)
4/4
7/7
(Vice Chairman)
(Chairman)
Dorothee Blessing¹
8/8
Bernard L. Bot¹
8/82
Niels Bjørn Christiansen'
1/84
1/44
1/44
Marc Engel¹
8/8
4/4
Arne Karlsson¹
8/8
6/6
(Chairman)
3/43
Thomas Lindegaard Madsen
8/8
Blythe S. J. Masters'
6/72
Jacob Andersen Sterling
8/8
Robert Mærsk Uggla
8/8
5/5
4/4
4/4
Overall attendance rate
98.8%
100%
100%
100%
100%
100%
3/42
1 Considered independent
cf. Recommendations for
Corporate Governance.
2 Joined the Board or
Committee in March
2020
3 Joined the Committee
in March 2020
4 Stepped down in March
2020
controls, procedures and systems to prevent and
detect irregularities. The Head of Group Internal
Audit reports to the Chairman of the Board of
Directors and to the Audit Committee.
The Executive Board
(registered management of the company)
The Executive Board is appointed by the Board of
Directors to carry out the day-to-day management
of the company in accordance with the directions
provided by the Board of Directors. The tasks
include but are not limited to:
.
.
.
Develop the business and submit strategy pro-
posals to the Board of Directors for decision
Implement the strategy for the company and
execute on investments and divestments
Develop the organisational structure of the
company and allocate resources
Prepare internal and external financial reporting
Monitor and plan capital resources and liquidity
Establish and implement internal policies and
procedures for relevant topics such as account-
ing, finance, IT, etc.
Enterprise Risk Management.
As of 1 January 2020, the Executive Board of
A.P. Møller-Mærsk A/S consisted of Søren Skou
(CEO), Carolina Dybeck Happe (CFO), Vincent Clerc
(CEO of Ocean & Logistics), Morten H. Engelstoft
(CEO of APM Terminals) and Henriette Hallberg
Thygesen (CEO Fleet & Strategic Brands). After
having announced her resignation 25 November
2019, Carolina Dybeck Happe left the company at
the end of February 2020. 1 May 2020 Patrick Jany
was appointed new CFO and was appointed mem-
ber of the Executive Board.
Further information about the members of the
Executive Board, including photos and occupations
can be found on the company webpage.View entire presentation