R emuner ation Commit tee The Boar d has also formed a R emuner ation Commit tee to prepare decisions related to salaries bonuses sharebased incentiv e schemes and other forms of compensation for Group M ana g ement as w ell as other mana g ement le v els if the Boar d of Director s so decides The Commit tee presents its proposals to the Boar d for the Boar d s decision The Commit tee held one meetin g durin g 2012 F or det ails re gar din g member s and at tendance refer to the t able on pa g e 3637 A sharebased incentiv e scheme w as adopted at the Annual G ener al M eetin g 2012 thus enablin g the Group to gr adually ha v e appro ximately 2 500 of Securit as top mana g er s as shareholder s thus s tren g thenin g emplo y ee commitment to Securit as future success and de v elopment for the beneft of all shareholder s In principal the adopted incentiv e scheme ent ails that one thir d of an y annual bonus earned under the per formancebased cash bonus schemes is con v erted into a rig ht to receiv e shares with dela y ed allotment and subject to continued emplo yment F or more information on the actual outcome of the sharebased incentiv e scheme in 2012 see note 12 on pa g e 100 The guidelines for remuner ation to senior man a g ement that w ere adopted at the Annual G ener al M eetin g 2012 primarily ent ailed that remuner ation to senior mana g ement and their terms of emplo y ment should be competitiv e and comply with mark et conditions to ensure that Securit as is able to at tr act and ret ain competent mana g er s The tot al remuner ation to Group M ana g ement should consis t of a fx ed basic salar y v ariable remuner ation pen sions and other benefts Thus in addition to a fx ed annual salar y Group M ana g ement ma y also receiv e a v ariable remuner a tion which will be based on the outcome of set fnancial g oals and gro wth t ar g ets within the indi vidual area of responsibilit y Group or division and such remuner ation should be determined in a manner consis tent with shareholder interes ts The v ariable remuner ation should amount to a maximum of 60 percent of the fx ed annual salar y for the President and CEO and a maximum of 42 to 200 percent of the fx ed annual salar y for other member s of Group M ana g ement The undert akin g s of the Group as re gar ds v ariable remuner ation to Group M ana g ement ma y at maximum within all divisions durin g 2012 amount to M SEK 65 The complete guidelines for remuner ation can be found on Securit as w ebsite Additional information on remuner ation to the Boar d of Director s and Group M ana g ement includ in g the outcome is disclosed in the Notes and comments to the consolidated fnancial s t atements 2012 See note 8 on pa g es 9194 Group M ana g ement Group M ana g ement is char g ed with o v er all respon sibilit y for conductin g the business of the Securit as Group in line with the s tr ate gy and lon g term g oals adopted b y the Boar d of Director s of Securit as AB The primar y tool used b y Group M ana g ement to measure accomplishment of s tr ate g ies and to guide the emplo y ees and or ganization to w ar d achie vin g its objectiv es is the fnancial fr amew ork and model that are further described on pa g es 5051 In 2012 Group M ana g ement comprised the President and CEO and ten e x ecutiv es F or further information on Group M ana g ement please see pa g es 5253 P olicies that apply to g o v ernance The Boar d of Director s of Securit as AB ha v e appro v ed a number of policies that apply to g o v er nance Examples of policies of interes t within this conte xt are described belo w Securit as has adopted a communication polic y in accor dance with the s tock mark et s requirements for information with the aim of ensurin g that the compan y fulflls these requirements The polic y co v er s both writ ten infor mation and v erbal s t atements and applies to the Boar d of Director s Group and divisional mana g e ment as w ell as countr y and re g ional mana g ement Securit as has adopted a n insider polic y as a complement to the insider le g islation in force in S w eden This polic y is applicable to all per sons holdin g insider positions in Securit as AB subsidiaries included as reported t o t h e S w e d i s h F i n a n c i a l S u p e r v i s o r y B o a r d F i n a n s inspektionen as w ell as cert ain other cate g ories of emplo y ees Each per son 38 Securit as Annual R eport 2012 G o v ernance and mana g ement Boar d of Director s report on corpor ate g o v ernance and internal control