Role of the board

The role of the Swedish Corporate Governance Board is to promote the development of Swedish corporate governance. A key aspect of this mission is to ensure that Sweden has a relevant, modern and effective corporate governance code for listed companies.

The work of the Board includes:

  • research and analysis of the practical application of the Board’s regulatory framework and recommendations,

  • collection of feedback from corporate governance stakeholders as well as participation in the general debate,

  • monitoring and influencing changes in legislation and other regulation to ensure it is positive for the development of Swedish corporate governance, and

  • monitoring international developments in the theory and practice of corporate governance and evaluating the consequences for Swedish corporate governance.

Based on the above, the Board is to issue instructions on the application of the rules of the Code, make amendments to the rules that it considers appropriate and communicate and explain these to the relevant stakeholders.

The Board is a referral body on legislative issues within its area of responsibility and also strives to increase international awareness and understanding of Swedish corporate governance.

Our vision

Within the framework of Swedish self-regulation, the Board is to issue principles-based and well-functioning rules for corporate governance which contribute to maintaining high confidence in the Swedish stock market and listed companies among market actors, legislators and the public, both in Sweden and internationally. By setting a norm for good corporate governance at a higher level of ambition, the Code is to be a complement and provide an alternative to legislation.

Our business concept

Good corporate governance provide order, openness and transparency, as well as increasing the attractiveness and confidence among Swedish and international investors and the Swedish public regarding the stock market and listed companies. This is essential in order for the Swedish corporate sector to be able to create value in a flexible and efficient manner, which is a prerequisite for the dynamics and international competitiveness of Swedish business, and thus for the prosperity of the Swedish economy.

A set of norms but no obligation

In brief, the mission of the Board is to provide norms for corporate governance in Swedish listed companies.

The Board does not have a supervisory or adjudicatory role with regard to how individual companies apply the Board’s rules. That is the responsibility of the respective stock exchanges on which the companies' shares are listed. It is then up to the actors on the capital markets to determine to what extent a company's application or non-application of Code rules is satisfactory from an investor perspective.

Rules transferred to ASK

The responsibility for the Takeover rules, the Rules on Remuneration of the Board and Executive Management and on Incentive Programmes as well as the Recommendation on private placements was taken over by the Stock Market Self-Regulation Committee, (Sw. Aktiemarknadens Självregleringskommitté, ASK), on July 1, 2021. The rules are available at the Committee’s website, regelkommitten.se