Ersättningskommitté

As per article 17 of the articles of association of OHAG, the remuneration committee of Oriflame is to consist of at least two directors of the board. Each member of the remuneration committee is elected individually by a general meeting for a term of office until the close of the next annual general meeting.

The members of the remuneration committee elected by the annual general meeting of OHAG on 17 May 2016 for the time until the annual general meeting of OHAG relating to the 2016 business year are: Karen Tobiasen and Alexander af Jochnick.

The remuneration committee supports the board of directors in establishing and reviewing the company's remuneration strategy and guidelines and performance criteria as well as in preparing the proposals to the general meeting regarding the remuneration of the board of directors and executive management. It may submit proposals and recommendations to the board of directors in other remuneration-related issues. The board of directors has established a charter, which defines purpose, composition and procedural rules for the remuneration committtee, including its responsibilities and authorities for making proposals and decisions related to remuneration of the directors of the board and executive management in line with legal and regulatory requirements, the articles of association and the respective remuneration framework approved by the board of directors from time to time. The board of directors may delegate further responsibilities and authorities to the remuneration committee.

The purpose and aim of the remuneration committee is to ensure that Oriflame has access to the competence required at a cost appropriate to the company, and that the existing and future remuneration schemes have the intended effects for Oriflame's operations. The tasks of the committee are to review remuneration and other material terms of employment for Oriflame's executive directors, senior executives and other key personnel, monitor and evaluate programmes of variable remuneration for executive management and, in particular, to monitor and evaluate any share-based incentive programme implemented in Oriflame. The remuneration committee is also responsible for drawing up the report on executive pay (the Compensation Report), which is put forward to the shareholders at the annual general meeting.

Based on its reviews, the remuneration committee prepares proposals for resolutions, to be discussed and approved by the Board. The remuneration committee meets when necessary but at least twice per year.

For further information about the remuneration committee and its work during the past year, please see the latest Corporate Governance Report.