Corporate GovernanceMillicom's Board of Directors has developed and continuously evaluates its work procedures in line with the corporate governance rules of NASDAQ in the United States of America regarding reporting, disclosure and other requirements applicable to listed companies. The Board has received confirmation from the Stockholm Stock Exchange that it is exempt from the Swedish Code of Corporate Governance because it adheres to NASDAQ corporate governance rules. The Board’s work procedures also take into account the requirements of the US Sarbanes-Oxley Act of 2002 to the extent it applies to foreign private issuers. The Board has adopted work procedures to divide the work between the Board and the President and Chief Executive Officer (“the CEO”). The Chairman has discussions with each member of the Board regarding the work procedures and the evaluation of the Board work. The other members of the Board evaluate the performance of the Chairman each year. The Board also evaluates yearly the performance of the CEO. The main task of the Board committees (Audit, Compensation and Nominations) is to work on behalf of the Board within their respective areas of responsibility. From time to time, the Board delegates authority to an “ad hoc” committee so that it may resolve a specific matter on its own without having to go before the full Board for approval. The Board of Directors has adopted a corporate policy manual, Millicom’s central reference for all matters relating to its corporate governance policy. Regional policies that are more stringent or detailed than those set out in the corporate policy manual are adopted as necessary. The Company’s Code of Ethics is a part of the corporate policy manual. All senior managers and members of the Board of Directors, must sign a statement acknowledging that they have read, understood and will comply with the Code of Ethics. |
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