Schouw & Co. annual report 2012

Page 14

Board of Directors

Board member

Board member

Niels Kristian Agner

Erling Lindahl

Kjeld Johannesen

Born 1945. Elected to the Board in 1982. Current term expires in 2014.

Born 1941. Elected to the Board in 1988. Current term expires in 2016.

Born 1943. Elected to the Board in 1998. Current term expires in 2014.

Born 1945. Elected to the Board in 2000. Current term expires in 2016.

Born 1953. Elected to the Board in 2003. Current term expires in 2015.

LL.M., University of Copenhagen. Attorney and partner of Gorrissen Federspiel Law Firm. Member of the company’s audit committee. Mr Ankær Thomsen has special expertise in legal matters, including company law and capital markets, and in strategy, financial reporting, treasury and finance, as well as mergers and acquisitions.

Managing director of Givesco A/S, the main shareholder of Schouw & Co. Mr Eskildsen has special expertise in international business relations, including specifically in manufacturing and foods.

B.Sc. (Bus.Adm.), Copenhagen Business School and a professional board member. Chairman of the company’s audit committee. Mr Agner has special expertise in capital markets, strategy, financial reporting, treasury, finance and international relations, as well as mergers and acquisitions.

Mechanical engineer from Sønderborg Technical College, Denmark. Managing Director of Momenta ApS. Mr Lindahl has special expertise in management and business development of industrial manufacturing companies as well as mergers and acquisitions and international business relations.

Business diploma (HD), Marketing economics, Copenhagen Business School. CEO of Danish Crown a.m.b.a. Mr Johannesen has special expertise in management, production and sales as well as in strategy, business development and international business relations.

Chairman

Deputy Chairman

Jørn Ankær Thomsen

Erling Eskildsen

Directorships Chairman: Aida A/S, Carlsen Byggecenter Løgten A/S, Th. C. Carlsen Løgten A/S, Carlsen Supermarked Løgten A/S, Danish Industrial Equipment A/S, Den Professionelle Forening Danske Invest Institutional, Fibertex Nonwovens A/S, Fibertex Personal Care A/S, F.M.J. A/S, Fåmandsforeningen Danske Invest Institutional, GAM Holding A/S, GAM Wood A/S, Givesco A/S, Investeringsforeningen Danske Invest, Investeringsforeningen Danske Invest Select, Kildebjerg Ry A/S, Løgten Midt A/S, Niels Bohrs Vej A/S, Placeringsforeningen Profil Invest, Schouw & Co. Finans A/S, Specialforeningen Danske Invest, Søndergaard Give A/S. Deputy Chairman: Carletti A/S, P. Grene A/S, Jens Eskildsen og Hustru Mary Antonie Eskildsens Mindefond. Board member: ASM Foods AB (Sweden), BioMar Group A/S, Dan Cake A/S, Danske Invest Management A/S, Develco Products A/S, Ejendomsselskabet Blomstervej 16 A/S, Givesco Bakery A/S, Hydra-Grene A/S, Vestas Wind Systems A/S, Købmand Th. C. Carlsens Mindefond.

Directorships Chairman: Carletti A/S, Dan Cake A/S, Dan Cake Services ApS, Givesco Bakery A/S, Leighton Foods A/S. Board member: Danish Industrial Equipment A/S, Givesco A/S, P. Grene A/S, Hydra-Grene A/S, Jens Eskildsen og Hustru Mary Antonie Eskildsens Mindefond, OK Snacks A/S, Struer Brød A/S, Søndergaard Give A/S.

Board member

Chairman: SP Group A/S, SP Moulding A/S. Board member: Dantherm A/S, Dantherm-Fonden, D.F. Holding, Skive A/S, G.E.C. Gads Forlag A/S.

Executive Management: Danish Industrial Equipment A/S, Givesco A/S, Søndergaard Give A/S.

Executive Management: Pigro Management ApS.

Shares held in Schouw & Co.

Shares held in Schouw & Co.

Holds 1,004,462 shares in Schouw & Co.

Holds 26,000 shares in Schouw & Co.

Independence as a board member Erling Eskildsen is not considered to be independent due to his affiliation with the main shareholder Givesco A/S and the fact that he has served more than 12 years on the Board.

Directorships

Directorships

Independence as a board member Niels Kristian Agner is no longer considered to be independent, having served more than 12 years on the Board.

Directorships Chairman: Kontorhuset Svendborg A/S, Lindl Group A/S, Venti A/S. Board member: Lindahl & Co. ApS, Lübker Square K/S, Momenta Invest A/S, Moprre A/S, Skandinavisk Båndkompagni A/S. Executive Management: BLM Foods ApS, Lindahl & Co. ApS, Lübker Square K/S, Momenta ApS, Momenta Invest A/S, Moprre A/S. Shares held in Schouw & Co. Holds 85,800 shares in Schouw & Co. Independence as a board member Erling Lindahl is no longer considered to be independent, having served more than 12 years on the Board.

Chairman: DAT-Schaub A/S, DC France SA, pork division, DC UK Ltd., DC USA Inc., Confederation of Danish Industry’s committee on business policy, KLS Ugglarps AB. Deputy Chairman: Saturn Nordic Holding AB, Employers’ Organisation of the Danish Slaughterhouse Industry, Sokolow SA. Board member: Daka Denmark A/S, DC Trading Japan Ltd., Plumrose USA Inc., Tulip Ltd., Tulip Food Company A/S. Executive Management: Danish Crown a.m.b.a., Danish Crown A/S. Shares held in Schouw & Co. Holds 20,000 shares in Schouw & Co. Independence as a board member Kjeld Johannesen is considered to be independent.

Executive Management: Advokatanpartsselskabet Jørn Ankær Thomsen, Perlusus ApS. Shares held in Schouw & Co. Holds 33,220 shares in Schouw & Co. Independence as a board member Jørn Ankær Thomsen is not considered to be independent due to his affiliation with the main shareholder Givesco A/S, his affiliation with a law firm which acts as an adviser to the company and the fact that he has served more than 12 years on the Board.

12

Directorships in other companies and other relevant management positions. Shareholdings include each board member’s or executive’s shares in Schouw & Co. and those held by their related parties.


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