The Nomination Committee, appointed by major shareholders in Millicom, is responsible for determining the number of members of the Board of Directors, preparing proposals for the election or re-election, terms of appointment and remuneration of directors of the Board, Chairman of the Board, election of the external auditor and its remuneration, as well as a proposal on the Chairman of the Annual General Meeting. The Committee's charter is based on the requirements of the Swedish Code of Corporate Governance, as described further below.
The current Nomination Committee was formed during September 2017, in consultation with the larger shareholders of the Company as per 31 August 2017 and in accordance with the resolution of the 2017 Annual General Meeting.
It is comprised of Cristina Stenbeck on behalf of Kinnevik AB (who was also appointed by the Committee as Chairman), Tom Boardman, as Chairman of Millicom's Board of Directors, John Hernander on behalf of Nordea Investment Funds, and Scott Cobb appointed by Southeastern Asset Management.
Tom Boardman is the Chairman of Millicom's Board of Directors, and is not independent in relation to the major shareholder Kinnevik AB. This deviates from the Swedish Corporate Governance Code. The 2017 Annual General Meeting resolved that the Chairman of the Board of Directors shall be a member of the Nomination Committee, and act as its convenor.
The Nomination Committee was appointed for a term of office commencing at the time of the announcement of the interim report for the period January –September 2017 and ending when a new Nomination Committee is formed.
Under the terms of the Nomination Committee charter, the Committee should consist of at least three members, with a majority representing the largest shareholders of the Company. The Nomination Committee charter is attached below.
No remuneration is currently paid to the members of the Nomination Committee. However, Millicom shall bear reasonable expenses related to the assignment of the Nomination Committee.
Shareholders wishing to contact the Nomination Committee in order to propose candidates for election to the Board of Directors of Millicom should submit their proposal in writing to the Company Secretary, Millicom International Cellular S.A., 2 rue du Fort Bourbon, BP 2312 L-1249 Luxembourg, Luxembourg.