Board of Directors
The Board’s guiding principle is to add value for the benefit of shareholders, customers and employees through controlled growth of the dry cargo and tanker activities.
The role and work
The Board of Directors determines strategies, action plans, goals and budgets, and sets out the risk management framework and supervises procedures etc. The Board of Directors appoints the Board of Management and sets out its terms and tasks. The Board of Directors sets out a work schedule to ensure that all relevant issues are taken up and discussed during the year and that important policies, rules of procedure, internal rules, etc. are discussed at least once a year. The strategy and budget process is initiated in October and the Board of Direstors holds a strategy seminar in November, while strategy and budgets are finally adopted at a meeting in December. As a result of the revised recommendations for corporate governance and the increasing general focus on corporate social responsibility, the Board of Directors has attached more importance to this work in 2010. See also Corporate Governance
Composition
Four to six members of the Board are elected by the shareholders and three are elected by the employees. All board members elected by the shareholders are independent of NORDEN. They hold no interests in the Company other than their interests as shareholders or representatives of shareholders.
Profiles
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Mogens Hugo
Chairman and Member of the Board since 1995, born in 1943.
Managing Director. Most recently re-elected in 2010. Term expires in 2012. Other directorships: Amminex A/S (CB), Nordea-Fonden (CB), Capidea Management ApS (CB), Aagaard - Bræmer Holding A/S (CB) and Twins ApS (BM).
Relevant skills: Experience in both operational and strategic management of several listed international groups, including strategic development and risk management and shipping knowledge.
Shareholdings
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Alison J. F. Riegels
Vice Chairman and Member of the Board since 1985, born in 1947.
Managing Director. Most recently re-elected in 2010. Term expires in 2012. Other directorships: A/S Motortramp (MD, BM), Steensbygaard Holding A/S (MD, BM), Stensbygaard, Aktieselskabet af 18. maj 1956 (BM) and Ejendomsselskabet Amaliegade 49 A/S (MD).
Relevant skills: General management and considerable shipping knowledge from her long-standing engagement in NORDEN and other companies.
Shareholdings
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Erling Højsgaard
Member of the Board since 1989, born in 1945.
Managing Director. Most recently re-elected in 2009. Term expires in 2011*. Other directorships: A/S Motortramp (VCB), Navision Shipping Company A/S (CB) (including CB in subsidiary), Danbulk A/S (BM) and Dubai Commercial Investment A/S (BM).
Relevant skills: General management and long-standing experience in shipping, especially dry cargo, from management of own companies and his position as member of i.a. NORDEN’s Board of Directors.
Shareholdings
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Arvid Grundekjøn
Member of the the Board since 2009, born in 1955.
Managing Director. First time elected in 2009. Term expires in 2011*. Other directorships: Norweigian Property ASA (CB), Sparebanken Pluss (CB), Creati AS (CB), Sigma Fondene AS (CB) and Vetro Solar AS (BM).
Relevant skills: General management, strategic and operational management of international shipping groups, strategy, financial and legal issues.
Shareholdings
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Karsten Knudsen
Member of the board since 2008, born in 1953.
Group Managing Director, Nykredit. First time elected in 2008. Term expires in 2011*. Other directorships: CB in 2 other companies in the Nykredit Group.
Relevant skills: Accounting and financing, including management of investment portfolios and risk management as well as general management and strategic development.
Shareholdings
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Benn Pyrmont Johansen
Elected employee representative since 2008, born in 1974.
Captain. First time elected in 2008. Term expires in 2012.
Shareholdings
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Lars Enkegaard Biilmann
Elected employee representative since 2008, born in 1964.
Captain. First time elected in 2008. Term expires in 2012.
Shareholdings
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Bent Torry Kjæreby Sørensen
Elected employee representative since 2008, born in 1953.
Chief Engineer. First time elected in 2008. Term expires in 2012.
Shareholdings
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CB: Chairman of the Board. VCB: Vice Chairman of the Board. BM: Board Member. MD: Managing Director.
*If the term expires for more than 2 board members at the same time, lots are drawn to determine who will first be up for re-election the following year.
Directorships are stated at 1 January 2011. The directorships exclude directorships within the NORDEN Group and other directorships, for example in personally owned LLPs, which the Board of Directors considers insignificant.
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Shareholdings of the Board of Directors
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Number of shares at 31 December 2011
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Mogens Hugo
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11,000
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Alison J.F. Riegels
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3,100
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Erling Højsgaard
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45,770
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Karsten Knudsen
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800
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Arvid Grundekjøn
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5,000
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Benn Pyrmont Johansen
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442
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Bent Torry Kjæreby Sørensen
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562
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Lars Enkegaard Biilmann
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562
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Total
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67,236
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In addition to the shares held personally by Alison J. F. Riegels and Erling Højsgaard or through their related parties (including companies controlled by them), both are associated with A/S Motortramp, which holds 11,851,240 shares. Further details about Shareholdings of the Board of Directors can be found in the pdf Annual Report 2010 - page 35. For 2011 further details will be presented in the Annual Report 2011 which will be published on 7 March 2012.
Board remuneration and board options
NORDEN’s remuneration policy
