The nominating committee discussed the principal requirements that should be imposed on Board members, including the stipulation covering the independence of Board members.
Through Seco Tools AB’s Chairman, the nominating committee has obtained information relating to the Board’s self-evaluation as well as the company’s operations, phase of development and other relevant circumstances. The nominating committee has also interviewed some of the Board members.
In its review, the nominating committee concluded that the Board functions effectively and that the various Board members represent a broad spectrum of experience and knowledge, which fulfills the requirements that will be imposed on the Board resulting from the company’s current situation and future direction.
The proposal ensures the Board’s ability to manage the company’s affairs with integrity and efficiency.
The nominating committee notes that Annika Bäremo and Peter Larson are dependent in relation to major shareholders and that Lars Bergström, in his capacity as President and CEO, is dependent in relation to the company and executive management. Other Board members are independent of the company and executive management and of the company’s major shareholders. Accordingly, the proposed composition of Board members fulfils the requirements placed on independence.
Stockholm, March 2011
Nominating committee of Seco Tools AB