Elkem’s framework for corporate governance is outlined in Elkem’s corporate governance policy, which covers the instructions for the audit committee, the instructions for the nomination committee, the instruction for the remuneration committee, rules for primary insiders and instructions for handling inside information. The document is reviewed annually by the board of directors.
Elkem endorses the Norwegian Code of Practice for Corproate Governance (“NUES” or “the Code”). The principles of the Code are reflected in the corporate governance policy and in all other governance documents.
- Articles of association
- Corporate governance policy
- Policy for corporate social responsibility
- Global code of conduct
- Code of conduct for Elkem’s business partners
- Speak up policy
- Anti-bribery and corruption policy
- Competition law compliance policy
Risk management and internal control
It is ultimately the responsibility of the board of directors to ensure that Elkem has sound and appropriate internal control systems and risk management. To that end, the board of directors conduct an annual review of the company’s most important areas of exposure to risk and such areas’ internal control arrangements.
Operative management has ownership, responsibility and accountability for directly assessing, controlling and mitigating risk and assuring adequate internal controls. Management provides frequent and relevant reporting on both operational and financial matters to the board of directors, ensuring that the board has adequate information for decision-making and can respond quickly to changing conditions.
Corporate help chains, such as EHS, quality, product stewardship, compliance, Corporate Social Responsibility (CSR), legal, IT, finance and other control departments, oversee, facilitate and report on the risk management activities of operative management.
Due to Elkem’s size and risk exposure in China, Elkem has set up an internal audit and compliance function in Asia. The function reports to VP finance and accounting.
The audit committee is a sub-committee of the board of directors and its objective is to act as a preparatory body in connection with the board’s supervisory roles with respect to financial reporting and the effectiveness of the company’s internal control system.
The CFO reports on Elkem’s internal control and compliance work to the audit committee of the board upon request, in cooperation with VP finance and accounting and General Counsel. For more information on Elkem’s internal control and risk management system, please see the board of directors report and information here.