Stricter and clearer governance
The basis for good corporate governance at Swedbank is clear goals, strategies and values that are well understood by the bank’s employees. Ultimately Swedbank’s corporate governance is about how we create a sound corporate culture that effectively contributes to the bank’s development
Foundation for corporate governance in Swedbank
Swedbank sees good corporate governance, risk management and internal control as key elements in a successful business and to maintain confidence among customers, shareholders, authorities and other stakeholders.
Swedbank defines corporate governance as the relationship between shareholders, excecutive management, employees, the various companies within the Group and other stakeholders. In a broader sense, it also means:
- how the vision, purpose and strategy are designed and communicated
- how the values are followed
- how goals are set and followed up
- how remuneration systems are designed
- how risks are managed
- how a corporate culture that supports the bank’s commitment to customers and builds shareholder value is created
The Board of Directors annually sets Swedbank’s corporate governance principles, which are described in the Board’s rules of procedure. Corporate governance is based on external regulations such as the Swedish Companies Act, the Annual Accounts Act and the Banking and Financing Business Act, the Swedish Code of Corporate Governance (“the Code”, www.corporategovernanceboard.se), the Swedish Financial Supervisory Authority’s rules and Swedbank´s Articles of Association. Published recommendations from various international bodies may influence corporate governance as well.
These rules regulate the delegation of responsibility for governance, control and monitoring of operations between the shareholders, the Board of Directors and the CEO. No deviations from the Code or the rules of the stock exchange (NASDAQ OMX, Stockholm) were reported in 2011.
Swedbank has a governance model and operational structure designed to ensure that all employees work toward the same goals and support the bank’s purpose: a sound and sustainable financial situation for the many households and businesses. This requires a clear vision and purpose for the bank’s operations as well as defined values. Established strategies, goals, policies and guidelines that clarify how the bank and its employees should act and measure the various aspects of their performance are also important. The governance model describes, among other things, the delegation of responsibility within the Group, where role descriptions are crucial to strong and effective Group-wide processes. In the model, authority and responsibility are also delegated based on Group-wide principles. An important corporate governance principle is that decisions should be made as close to customers
as possible to best meet their needs. This places high requirements on managing risks.
The Group structure provides a framework for various roles, functions and reporting channels within the bank. The bank is organised in six business areas. It also has seven Group Functions that operate across the business areas and are responsible for maintaining effective standards and routines.
The illustration on the following page shows the formal corporate governance structure and governance philosophy. The figures in the boxes refer to corresponding sections in the corporate governance report.
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Click the areas for detailed information.
The policies laid down by the Board apply to all companies in the Group after adoption by each company. The Board has established a comprehensive code of conduct and guidelines for internal governance and control. Policies and instructions at the Board and CEO level follow an established structure. The same applies to regulations issued by Swedbank’s Group functions. In addition, the Board has established policies on ethics, financial reporting, risk management, and communication. A Group-wide system is in place for internal accounting principles, planning and monitoring processes, and reporting routines. At the company level, detailed instructions regulate practical account registration and reconciliation routines.
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