Corporate Governance

10. Risk management and internal control

Kitron’s business model is to provide manufacturing and assembly of electronics and industrial products containing electronics, including development, industrialisation, purchasing, logistics, maintenance/ repair and redesign. The board sees no unusual risks beyond normal business risks that any light industry operation is exposed to.

EMS is a highly competitive industry, presenting the company with an inherent business risk related to Kitron’s ability, firstly, to attract and retain customers who are and who will be predictable and successful in their respective markets and, secondly, to make a fair profit margin on its business. The group’s customer portfolio consists of reputable companies operating in various segments. Several of the group’s customers are world leaders in their respective fields. It is Kitron’s perception that the customer portfolio is robust and well balanced. Kitron’s value proposition to its customers includes flexibility, competence, quality, closeness and full value chain capability. The board is confident that Kitron is able to maintain a viable, leading and adaptive business. Kitron is organised in distinct manufacturing sites, each fully accountable for its own revenues, profitability and level of capital employed. The structure facilitates closeness between management and the operation, which in turn provides good oversight and adequate internal business control.

The group has established a decentralised management model featuring delegated responsibility for profits. As a result, the control function parallels the group’s management model, and it is the individual unit’s responsibility to make sure that it has the capacity and expertise it requires to carry out responsible internal control. Governing management documents have been adopted, describing the group’s requirements for responsible internal control.

Management prepares monthly financial reports that are sent to the Board of directors. When the group’s quarterly financial reports are to be presented, the Audit Committee reviews the reports prior to the board meeting. The Auditor participates in the Audit Committee meetings, and also meets with the entire Board in connection with the presentation of the annual financial statements.

The Board annually reviews the strategic plan. In addition, as part of the preparation to the strategic discussion, the Board also annually review the group risks. The group’s financial position and risks are described in the Board of directors’ Report in the Annual Report.

The health, safety, and environmental risks are limited and well managed, and Kitron’s ISO quality systems are certified by certification agencies and also inspected and approved by several of the group’s customers.

Kitron’s customers are professional product-owning companies, which purchase the manufacturing and related services from Kitron. Kitron is not the product owner and the group’s product liability risk is thus negligible.

The Board regularly reviews and amends the Group’s key Governance documents. In 2014, The Ethical Guidelines were reviewed and updated. In addition, the Kitron Supplier Guidelines were established as well as an Anti-Corruption Policy.

Kitron has established routines for notification and follow-up on any alleged misconduct.

The Group has an Ethical Advisory Board whose task it is, on behalf of the management, to review Governance documents, decide and/or advise in Ethical dilemmas and conduct risk analysis and implement relevant actions.

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