THE WORK OF THE BOARD OF DIRECTORS

The Board of Directors sets objectives, lays down strategy and budgets, and actively contributes with expertise and experience. In accordance with adopted plans, the Board carries out an annual review of the company’s business areas, and follows a systematic year plan for matters to be discussed at Board meetings.

Nine Board meetings are held each year. One of the meetings is held in either Sweden or Denmark, and two meetings are combined with a visit to a district or branch office and one of its projects in Scandinavia.

The work of the Board is laid down in its rules of procedure. It carries out annual evaluations of its own work and competence.

Board of Directors’ Audit Committee

The task of the Audit Committee is to develop cooperation between the Board and the management, and between the Board and the external auditors. It is composed of three Board members elected by the shareholders, and its work is governed by terms of reference and instructions approved by the Board. The Committee shall, on behalf of the Board, make itself familiar with and build up insight into and knowledge of accounting and financial matters as well as super-vision and risk management. The Committee reports to the Board of Directors.

The members of the Audit Committee are Hilde M. Aasheim (committee chair) and Peder Chr. Løvenskiold. Until she resigned from the board in August 2009, Kari Gjesteby was head of the committee.

Board of Directors’ Compensation Committee

The Compensation Committee is composed of three Board members elected by the shareholders, and its work is governed by terms of reference and instructions approved by the Board. The Committee submits proposals to the Board on salary and compensation schemes for the President and CEO. The Committee also gives advice to the President and CEO on salary and compensation schemes for the management. The Committee reports to the Board of Directors.

The members of the Compensation Committee are Martin Mæland (committee chair), Göte Dahlin and Jette Wigand Knudsen.

Board of Directors’ Property Committee

The Board's property committee will review all major investment decisions to ensure good internal control with regard to starting any new self-directed projects and purchase of development land. The committee consists of Peder Chr. Løvenskiold (committee chair), Göte Dahlin and Martin Mæland.