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

Published in Hanne Birkmose, Mette Neville & Karsten Engsig Sørensen (eds.), Boards of directors in European companies – reshaping and harmonising their organisation and duties, Kluwer Law International, 2013/2014

Nordic & European Company Law Working Paper No. 20-13

16 Pages Posted: 16 Oct 2020

See all articles by Jan Bertil Andersson

Jan Bertil Andersson

Stockholm University - Department of Law

Date Written: 2013

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

Suggested Citation

Andersson, Jan Bertil, Nomination of Members for the Board of Directors – a Swedish Version of Wag the Dog? (2013). Published in Hanne Birkmose, Mette Neville & Karsten Engsig Sørensen (eds.), Boards of directors in European companies – reshaping and harmonising their organisation and duties, Kluwer Law International, 2013/2014, Nordic & European Company Law Working Paper No. 20-13, Available at SSRN: https://ssrn.com/abstract=3712002

Jan Bertil Andersson (Contact Author)

Stockholm University - Department of Law ( email )

S-106 91 Stockholm
Sweden

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