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Governance policy

An “observe or explain” principle


A Norwegian code of practice for corporate governance was issued in December 2004 by the Norwegian Corporate Governance Board (NCGB), and has been adopted by a number of organisations. This code builds on an “observe or explain” principle, which means that grounds must be given for possible departures from the code. 

 

The code was revised in December 2005, November 2006 and December 2007. No new principles were added in the latest revision, but some of the principles and comments were revised.


Pursuant to the regulations of the Oslo Stock Exchange, listed companies must publish an annual presentation of their corporate governance principles.

 WW observes the 2007 code. However, a shareholder structure in which a majority owner controls more than 50% of the votes at the general meeting means that it would be inappropriate to implement all the code’s provisions in full.

 

 

» Link to the complete Corporate governance policy

 

» Link to the Norwegian Committee for Corporate Governance (NUES)'s web site

 

 

Equity and dividend

WW has an equity which is tailored to its objectives, strategy and risk profile, and which totalled just under USD 1 billion at 31 December 2007. That corresponded to 34% of total capital.

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Information and communication

WW gives weight to informing the market about the development of its results, and reports to the stock market through annual and interim reports, press releases and so forth.

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General meeting

The annual general meeting is normally held at the beginning of May.

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Executive committee and board of directors

- composition and independence

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Risk management and internal control

WW has established in-house procedures and systems to secure and implement satisfactory risk management and internal control. These procedures are updated regularly.

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Remuneration of senior executives

Salary and other components of the chief executive’s remuneration package are detailed in note 2 to the parent company accounts. See page 62.

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