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Nasdaq Broker Services

About Broker Services

CORPORATE GOVERNANCE

General

Nasdaq Broker Services AB's (“Broker Services”) business depends on a strong trust of its stakeholder and the market, which is based on good corporate governance. Good corporate governance creates the conditions for accountability, high ethical standards, effective risk management, sound internal control and prevents conflict of interest. Corporate governance refers to the decision procedures through which owners, directly or indirectly, controls Broker Services and by which the Board of Directors (“the Board”) and CEO operates. Corporate governance benefits rights and responsibilities in accordance with applicable laws, rules and processes and also between the owner, the Board and the CEO.

Rules and Regulations

Corporate Governance in Broker Services is based on both external and internal frameworks. The external framework consists of laws and regulations such as the Swedish Companies Act, the Securities Markets Act and the rules of the Financial Supervisory Authority. The internal framework consists of the Articles of Association, the Board's Rules of Procedure (the “Rules”), the Instructions for the CEO and numerous other policy documents, for example to manage risks, conflict of interest, ethics, money laundering, remuneration and information security. All policy documents are reviewed and updated annually. The Board An increasing diversity at Board level is an essential element in maintaining a competitive advantage. A truly diverse Board will include and make good use of differences in the skills, regional and industry experience, background, race, gender, geographical provenance as well as educational and professional background and other distinctions between the members.

The Board

The Board An increasing diversity at Board level is an essential element in maintaining a competitive advantage. A truly diverse Board will include and make good use of differences in the skills, regional and industry experience, background, race, gender, geographical provenance as well as educational and professional background and other distinctions between the members. The Board has adopted a Diversity Policy to promote diversity among its members. However, it is the shareholder who ultimately determines what skills the various board members should have on the basis of the company’s operations and current and future challenges. The Board of Broker Services comprises of Arminta Saladziene (Chairperson), Adam Göransson, Gunilla Hellqvist, Robert Caisley and Peter Melbi. The Board members of Broker Services have together high finance skills complemented with knowledge of other and similar industries. The Board has good knowledge of Broker Services’ main markets and has the relevant experience, as evident from their CVs to understand the operations of the company and identify the current and future challenges in relation thereto. As supported by the Board members CVs, the Board has the background and knowledge required to capitalize the company and the shareholders and the interests of customers in the best way. In addition, Broker Services has implemented a routine for yearly workshops regarding, inter alia, conflict of interests and regular education for the members of the Board and management. These workshops and trainings are performed to ensure, inter alia, that the Board obtains and maintains knowledge of new and upcoming rules and regulations relevant for Broker Services, insight into the operations and challenges in relation thereto. The Chairperson leads the Board's work and maintains continuous contact with the CEO to monitor the company's operations. The Board has adopted internal Board Work Guidelines, stipulating the number of regular meetings and approximate time scale for the Board members’ mission. The Board has the ultimate responsibility for internal control, financial reporting and for ensuring that operations comply with applicable rules and regulations. The Board is primarily responsible for assuring that the company's risk management is conducted in an orderly and proper manner. The Board’s task is to identify, analyze and minimize risks to which the Company's operations may be exposed. The Board has adopted numerous policies and also put in place compliance, risk and internal audit functions in order to monitor the operations and to ensure that relevant information is received by the Board. The Swedish Companies Act, the Rules and the internal policies prevent any Board member from engaging in any Board discussions relating to a business relationship with another company in which he or she has a material interest.

The CEO

The CEO (Managing Director), Mattias Hammarqvist, is responsible for the daily operations of Broker Services in accordance with instructions from the Board and other guidelines and policies. Through the CEO, the Board shall ensure an adequate organization of business activities and that the Board is regularly updated on Broker Services’ financial performance as well as its business activities. Together with the Chairman, the CEO prepares the agenda for Board meetings and the information required for the Board's decision. In addition, the CEO shall ensure that the board regularly receives information about the company and its surrounding development in order to make informed decisions. The CEO is monitored by the independent control functions described below.

Compliance, Risk Management and Internal Audit

Broker Services has in place compliance, risk and internal audit functions. The division between the functions is specified in the respective policy and plan governing each function’s tasks. The Compliance Officer reports to the Board of Directors and has a dotted reporting line to the CEO. The compliance function in Broker Services is outsourced to another company in the Nasdaq Inc. group. The Compliance Officer issues a quarterly compliance report to the ordinary Board meetings and an annual compliance report after the close of each year. The reports deal with any potential breaches of regulation and/or internal rules, compliance risks and controls, contacts with regulatory authorities and new or expected regulations relevant to the group. The risk function is separate from the operations and the risk officer reports directly to the CEO and the Board. The risk function regularly performs tests and controls in accordance with the adopted risk guidelines, including operational, credit, business and other risks. The risk function issues a risk report every regular Board meeting and an annual report every year. The reports deal with any potential breaches of regulation and/or internal rules, incidents etc. In addition, the Risk function issues an annual report on the risks relating to outsourcing. The Board has also established an independent internal audit function to perform the internal audit. The internal audit function is outsourced to another company in the Nasdaq Inc. group. Internal audit annually presents a work plan and report and presents on a regular basis its findings and recommendations.


Information about the board

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Organizational Overview

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Complaints

According to MiFID II, an investment firm shall establish a complaints management function. As such, Nasdaq Broker Services has established a policy: Complaints Management Policy. To learn more about our policy: 


Risk Management

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Tullvaktsvägen 15, Stockholm, Sweden

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Contact us about our products and services


Tullvaktsvägen 15, Stockholm, Sweden

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