The CEO is responsible for routine administration of the Company and managing operations in accordance with the guidelines and instructions of the Board as well as for providing the Board with information and the necessary documentation for decisions. The CEO leads the work of Executive Management and takes decisions after consulting its members.
Chief Executive Officer
The CEO presents the reports at Board meetings and is to ensure that Board members are routinely sent the information needed to monitor the company’s and the Group’s financial position, earnings, liquidity and development.
The Executive Management includes the CEO, the Chief Financial Officer, the Investment Director, the Director of Communication, the Logistics Director, the Office Director (vacant) and the managing directors of the four regions. The Executive Management has joint responsibility for delivering on Group-wide goals and strategies, and decisions on overall operational issues are discussed and taken at the meetings that take place. The Executive Management held nine meetings in 2019.
In 2019, the Executive Management produced a new strategy for 2020–2022, with the customer offering and development in focus. The single largest change is that Services constitutes its own part of the customer offering alongside Castellum’s offerings in Office, Public Sector Properties and Logistics.
The work of the Executive Management during the year also dealt with changing the investment portfolio, with greater emphasis on strategic projects. The development organization has been provided with resources and competence, and an Investment Director as well as a Deputy CEO have taken seats in Executive Management.
Comprehensive cultural efforts have been initiated and will run throughout 2020. The aim is to develop the Group’s corporate culture towards increased performance, management by objectives and assuming responsibility as well as speeding up the work on creating a shared corporate culture. Another way of supporting the organization’s development and efficiency is the Executive Management’s work on defining and refining boundaries and collaboration among Group-wide functions and the four regions as regards ownership, responsibility, mandates and the ability to accomplish goals.
Together with the Managing Directors of the respective regions, the CEO and the Chief Financial Officer constitute the Board of each regional company.
The information above refers to the situation at the end of January 2020. Shareholdings include member’s own holdings and those of spouses, minors and children living at home, holdings of associated companies and holdings through capital insurance. The CEO has no material holdings or partnerships in companies that Castellum has significant business connections with.
Remuneration to senior executives
The 2019 AGM resolved on the following guidelines for remuneration to senior executives:
Castellum is to have competitive remuneration levels at market rates, and terms of employment necessary to recruit and retain management with the competence and capacity to achieve set objectives. The Board of Directors considers and evaluates the remuneration as a whole, consisting of fixed salary, pension benefits, variable remuneration and non-monetary benefits. A fixed salary will be paid for work performed in a satisfactory manner. In addition, variable remuneration under an incentive program may be offered. Variable remuneration of this kind is intended to enable long-term value creation in the Group. The design is to be based on the objective of linking together Executive Management interests with shareholder interests through senior executives also being shareholders in Castellum, as well as by increasing the portion of the total remuneration linked to the Group’s development. Variable remuneration, which cannot exceed the fixed salary, is determined by the extent to which objectives set in advance regarding growth in income from property management per share, and share price trend, are achieved as well as how individually set factors have developed.
The resulting remuneration under the incentive program includes vacation pay, and is not pensionable. Payment of remuneration under the incentive program will take place in the form of salary. Executives receiving variable remuneration under the incentive program pledge to acquire Castellum shares for at least half of the amount of the resulting variable remuneration after tax.
The pension terms for executive management are to be at market rates and based on defined-contribution pension solutions.
The notice period upon termination by the Company must not exceed six months for the CEO and twelve months for the other executives. During the notice period, a full salary and other employment benefits will be paid, less salary and remuneration received from other employment or operations during the period of notice. Deductions of this kind will not take place as regards the CEO. Upon termination of the CEO by the Company, a severance package will be paid of twelve months’ fixed salary, which is not to be reduced owing to other income the CEO receives.
Castellum has complied with the guidelines resolved by the 2019 AGM.
The proposed guidelines for remuneration to senior executives, which will be put forward at the AGM on March 19, 2020, have been adjusted in relation to the proposals put forward at the 2019 AGM. The adjustments were made as a result of new regulations aimed at providing increased transparency in remuneration issues.
For further information regarding remuneration to Executive Management, see Note 11.