Nomination of Members for the Board of Directors – a Swedish Version of Wag the Dog?

Abstract

The Swedish nomination committee under the shareholders’ meeting is in theory something completely different than nomination committees in US or other jurisdictions.
These theoretical differences has led some corporate researches to believe in the Swedish (and Norwegian) corporate governance model with a shareholder appointed nomination committee as a model for active ownership. That might be true in a narrow mindset. However, it does raise some questions. Amongst them: to what extent does Swedish companies use the explain element in “comply or explain” to derivate from the solution in the Swedish corporate governance code, and is there any other reasons which influence the effectiveness of the Swedish model as a representative model of active shareholders’ and active ownership?"

Keywords: board members, nomination, corporate

JEL Classification: K22