Risk management and corporate governance


Risk management

Risk management

The objective of the Perstorp Group’s risk management process is to proactively identify, evaluate and manage risks as early as possible in order to achieve both operational and strategic goals. Perstorp has categorized risks into the areas of strategic, operational and financial.

During the year, Perstorp has initiated work to further develop the process around risk management. The objective has been to improve the overall risk assessment where risks will be assessed out of three criteria:

Strategic risks
  • Business development and industry

  • Opportunity

  • Regulatory & compliance

Strategic risks are those that could have a negative impact or threat the Group’s ability to develop in line with previously set strategies covering up to a five year timeframe.

Operational risks
  • Raw material supply

  • Market

  • Production disruption

  • Corporate governance

The operational risks are those that may have a direct impact on the Group’s daily business up to a one year time horizon.

Financial risks
  • Currency

  • Interest rate

  • Funding & liquidity

  • Counterparty

  • Legal

Financial risks address exposure within the Group’s financial operations.

During the year, Perstorp has initiated work to further develop the process around risk management. The objective has been to improve the overall risk assessment where risks will be assessed out of three criteria:

  • The impact on different dimensions of Perstorp's goals in case the event that triggers the risk occurs. The impact dimensions are:

    • -

      Environment & Safety, Financial Operations, Reputation, Compliance, Customers and Market share.

  • The likelihood of the risk (with this impact) occurring within the strategic planning period

  • The effectiveness of the risk Responses is qualitatively assessed

Strategic risks
Risks Exposure Activity
Business development and industry Negative variances related to investments, acquisitions or divestments and/or changes in technology or competitive environment Perstorp’s strategic processes and routines safeguard that strategies are followed and investment criteria are met
Opportunity The company would miss opportunities and trends in the market as a result of failing to identity or capture them in the market at the right time Perstorp´s Innovation function has a solid process in place to pick up trends and needs in the market at an early stage through a broad interface and network and bring them to the strategic process for proper resource allocation
Regulatory & compliance Increased operational cost and/or changes in competitive landscape due to changes in laws and regulations
Risks of individuals not complying with regulations and/or the Group's Code of Conduct.
Perstorp has routines and process to proactively develop best practice production, meeting regulatory environmental and occupational health and safety requirements. Employees are made aware of legal requirements and our Code of Conduct, through information and training.
Operational risks
Risks Exposure Activity
Raw material Eroded margins and/or production disturbance related to volatility in pricing and/or availability of critical raw material Perstorp’s purchasing policy requires multiple supplies of critical raw materials alternatively to sign long-term agreements. Hedging options is assessed continuously
Market Perstorp has a wide range of products aimed at different market segments, and is thereby exposed to changes in supply/demand Perstorp’s broad customer base makes the Group more resilient to demand reductions. In addition, Perstorp follows the supply/demand changes in the market as key indicators for own capacity planning
Production disruption There are various risks that could lead to major interruptions, such as technical issues, fires, environmental accidents and other accidents with serious personal injuries as a consequence. Disturbances and interruptions at Perstorp's plants may result in loss of earnings if deliveries are delayed. The Group has business contingency plans in place. Furthermore, as part of the Care 365 program, all Perstorp sites work systematically with safety issues, occupational safety issues and environmental issues to prevent any accidents.
Corporate governance (compliance risk) The risk of decisions being taken on the wrong grounds or based on inaccurate information Perstorp’s governance model and policies safeguards compliance with external and internal rules and regulations
Financial risks
Risks Exposure Activity
Currency Currency risk is divided in;
  • translation exposure – risk related to the conversion of the Group's assets and profits, and

  • transaction exposure – risk related to the value of the Group's cash flow

Perstorp’s finance policy defines acceptable currency risk and sets guidelines and hedging methods for the management of these risks
Interest rate Interest-rate risk is the risk of a negative impact on the results due to a rise in market interest rates Perstorp’s finance policy defines acceptable interest rate risk and sets guidelines and hedging methods for the management of these risk
Funding & liquidity Funding risk is the risk that the Group will not have access to sufficient funding, or that the funding or re-financing of existing loans becomes difficult or too costly Perstorp’s major funding consists of bonds, listed on the Channel Islands Securities Exchange, syndicated mezzanine facilities and a revolving credit facility provided by core banks. Perstorp also follows development of available funds through regular cash flow forecasts. Available funds at the end of 2017 were 1,220 MSEK
Counterparty Counterparty risk is the risk of counter-parties failing to meet obligations in accordance with agreed terms Perstorp has a comprehensive credit policy aiming to prevent credit losses and optimize tied-up capital
Legal Legal risk is the risk of a negative impact on the Group's result or reputation arising from litigation, arbitration, disputes, claims or participation in legal proceedings Perstorp’s legal policy provides the framework and procedures for handling potential disputes


Corporate governance report

Corporate governance report

General meeting

The General Meeting is the forum where shareholders make certain decisions about Perstorp Holding AB and its subgroup subsidiaries. The Annual General Meeting was held on 9 May 2017, at which the annual report for the 2016 financial year was adopted together with the proposal for distribution of profits. The Board of Directors was re-elected at the meeting.

Board of directors

As of the end of 2017, the Board of Directors consists of seven members, all nominated and elected by the company owners. The individuals re-elected to the Board at the 2017 Annual General Meeting are Tore Bertilsson, Fabrice Fouletier, Jan Secher, Karin Markides, Brendan Cummins, Ragnar Hellenius and Claes Gard. In addition to the aforementioned individuals, the Board also includes three employee representatives.

The Board's responsibilities are regulated by the Swedish Companies Act and the formal working procedures, which are approved by the Board once per year. These procedures outline the Board's assignments and which decisions must be taken at Board level. The working procedures also regulate the division of responsibility between the Board, its committees and the President. The Chairman leads the Board's work. The division of responsibilities among Board members does not extend beyond certain special assignments for the Chairman.

During 2017, eight scheduled Board meetings were held, as well as one statutory convening meeting and four extra board meetings. Minutes were kept at all meetings. On average, attendance at Board meetings for ordinary Board members was 99%. Other employees also attended meetings, either to make presentations or give specialist information prior to key decisions. Every month the Board received a written report presenting and analyzing the development of the Group and the earnings and financial position. Preparatory materials were sent to Board members before each Board meeting. The President was also in continuous contact with the Chairman of the Board. The following points were addressed at each Board meeting:

  • Responsible Care report, status report from the President

  • Financial position and outlook

  • Investment decision for projects worth more than SEK 15 m

Other important matters:
In addition to these fixed agenda items, several main subjects such as the budget, forecasts, refinancing and financial structure were addressed during the year. The extra Board meetings during the year were held to address the proposed divestment of Site Gent in Belgium and refinancing and financial structure.

Audit committee

The Board is served by an Audit Committee, which focuses on securing the quality of the Group’s financial reporting and risk management, and the committee is therefore also close to the development of control instruments for internal control. An important activity is to follow up and assess the external audit. The committee does not have decision-making rights. Decisions shall be made by the Board.

At the end of 2017, the Audit Committee consisted of the following members: Fabrice Fouletier, Claes Gard, Ragnar Hellenius and Tore Bertilsson. During the year, the committee held six ordinary meetings and one extra meeting. The extra meeting was held to address the refinancing and financial structure. Minutes were taken at all meetings.

Remuneration committee

The Board is also served by a Remuneration Committee. This committee's task is to propose principles for remuneration and other employment terms for the President and senior executives. The committee also prepares the terms for global incentive schemes and makes an assessment of the schemes. The committee has certain decision-making powers.

At the end of 2017, the Remuneration Committee consisted of Board members Tore Bertilsson, Brendan Cummins, Fabrice Fouletier and Ragnar Hellenius. The committee held two ordinary meetings during the year, at which minutes were taken.

President & Executive leadership team

The President of the Group, Jan Secher, is also elected by the Board as the CEO of the parent company. He exercises ongoing control of the Group. The EVPs of the Business Areas Advanced Chemicals & Derivatives and Specialties & Solutions report to him along with the EVP Supply chain, EVP Operations, EVP Regions & Group Management, EVP Finance, Legal & IT and EVP Innovation. The President manages the business in accordance with the instructions concerning the division of responsibilities between the Board and President adopted by the Board. The work of the President and Board is assessed annually.

External auditors

Perstorp’s auditor is elected for a term of office of one year. Auditing firm PricewaterhouseCoopers AB (PwC) is the appointed auditor of the company with Michael Bengtsson being the lead auditor. The Board’s and Group Management’s aim is to have a close relationship with the auditors, to the extent that they shall be kept well informed about relevant issues concerning the accounts, reporting procedures and management of the company’s/Group’s assets. There is, therefore, a continuous dialogue with the auditors and they participate in at least one Board meeting per year. The auditors receive the minutes of Board meetings, documents relating to Board decisions, and the monthly financial reports for the Group.

During 2017, PwC performed assignments relating to the audit in addition to regular auditing work. On all those occasions, the Group emphasized that the additional services should not compromise the independence of the audit, which was also been carefully examined by PricewaterhouseCoopers.

Internal control

For Perstorp, the concept of internal control is fundamental and involves the Group’s capability of implementing an effective system for control and follow-up of the company’s activities. It also involves ensuring that rules are followed, both with regard to external legislation/regulation and internal guidelines/control documents. An important part of the practical work on internal controls, furthermore, is to identify risks and ensure that they are managed efficiently. The purpose is to minimize risk exposure as far as possible in selected areas while also ensuring the opportunities are exploited as desired. The Group’s organization is adapted to meet the requirements for good internal control and working methods are characterized by organizational transparency with a clear division of responsibility

The Group’s financial reporting manual, together with the business systems, are important control instruments that enable reliable consolidation and financial reporting. Group reports are produced once per month following well-established procedures, and the outcome is always presented in a report that includes extensive analysis. Work on the year-end accounts involves a number of people at Group, department and company level, and the summarized results are reported back continually to management functions and the Board. For several years, the Group has performed an extensive annual self-assessment of internal controls, with the majority of the subsidiaries assessed in 2017. The purpose is to identify key control points for the various departments, analyze procedures, follow development in relation to previous activity and thus ensure that internal controls are at a good level and remain so. The implementation of a new ERP system in several of our companies in Sweden has led to improved capabilities for performing and ensuring good internal control. The assessment has been complemented with a partly expanded verification operation by the company’s auditors for certain areas. In relation to this, special follow-up has been carried out from the central level within the Group. Work aimed at securing good internal control is a constantly ongoing process.


Board of directors

Elected by the annual general meeting

Tore Bertilsson

Member and Chairman of the Board of Directors since 2015. Born 1951.

Other board assignments

Chairman of the Board of Directors of Semcon AB, Försäkringsbolaget PRI Pensionsgaranti and AB Ludvig Svensson. Member of the Board of Directors of INGKA Holding BV, JCE Group AB, Ovako Group AB, Salinity AB and Ågrenska AB.

Jan Secher

President and CEO Perstorp Holding AB, Executive Vice President Business Area BioProducts. CEO and member of the Board of Directors since 2013. Born 1957.

Other board assignments

Member of the Board of Directors of Elekta AB, IKEM and CEFIC (The European Chemical Industry Council). Chairman of the Board of Directors of Peak Management AG.

Fabrice Fouletier

Partner, PAI partners. Member of the Board of Directors since 2006. Born 1975.

Other board assignments

Partner at PAI Partners SAS. Member of the Board of Directors of MEP S.à.r.l, MEP II S.à.r.l, AS Adventure Group, Castellano, Euromedia Group and Masaria Investments.

Karin Markides

Member of the Board of Directors since 2010. Born 1951.

Other board assignments

Professor, Chairman of the Board of Directors of the Scientific Council for Sustainable Development at the Swedish Government. Member of the Board of Directors of the Swedish Knowledge Foundation.

Claes Gard

Member of the Board of Directors since 2009. Born 1953.

Other board assignments

Member of the Board of Directors of FTX-ventilation AB and Vasatorps Golf AB.

Ragnar Hellenius

Partner, PAI partners. Head of the Nordic team. Member of the Board of Directors since 2009. Born 1967.

Other board assignments

Chairman of the Board of Directors Starid Holding 3 AB and Lary 1-4 AB. Member of the Board of Directors PAI Partners SAS and ADB Safegate.

Brendan Cummins

Member of the Board of Directors since 2015. Born 1951.

Other board assignments

Member of the Board of Directors, Audit Committee and Chair of the Governance and Nominations Committee of Ashland Inc., Member of the Board of Directors, Audit Committee and Chair of the Remuneration Committee of Nanoco PLC, Member of the Board of Directors of Tom Murphy Car Sales Ltd and Gailtar Ltd., Member of Board of Directors and Chair of the Audit and Finance Committee of Respond Support CLG.

Directly elected representatives

Anders Magnusson

Technical Market Development Manager and Chairman of the Swedish PVC Forum Member of the Board of Directors since 2010. Appointed by the Boards of PTK of Perstorp and Stenungsund. Born 1969.

Per-Olov Hornling

Strategic Purchaser Member of the Board of Directors since 2017. Appointed by the Boards and PTK of Perstorp and Stenungsund. Born 1960.

Joakim Hansson

Process Operator and Chairman of IF Metall Member of the Board of Directors since 2015. Appointed by the Boards of IF Metall Perstorp and Stenungsund. Born 1983.


Jesper Fahlén

Deputy trade union representative, PTK

Gerry Ackert

Deputy trade union representative, IF Metall


Mikael Bengtsson

Authorized Public Accountant – PricewaterhouseCoopers. Born 1959.


Bonnier, Bure, Indutrade and SWECO.

Mats Åkerlund

Authorized Public Accountant – PricewaterhouseCoopers.


Viktoria Park, Copenhagen Malmö Port, Flint Group, ESS and Nordic Aktiv Property Fund (NAPF).


Executive leadership team

Jan Secher

President and Chief Executive Officer – Perstorp Holding AB
Executive Vice President – BioProducts
Active in the Group since 2013
Born 1957

Marie Grönborg

Executive Vice President – Business Area Specialties & Solutions
Executive Vice President Innovation
Active in the Group since 1994
Born 1970

Wolfgang Laures

Executive Vice President – Supply Chain
Active in the Group since 2014
Born 1969

Mikael Gedin

Executive Vice President – Regions & Group Management
Active in the Group since 2009
Born 1969

Gorm Jensen

Executive Vice President – Business Area Advanced Chemicals & Derivatives
Active in the Group since 2014
Born 1962

Magnus Lannér

Executive Vice President – Operations
Active in the Group since 2008
Born 1969

Magnus Heimburg

Chief Financial Officer and Executive Vice President – Finance, Legal & IT
Active in the Group since 2014
Born 1967



Contact us

The Perstorp group is a world leader in several sectors of the speciality chemicals market for a wide variety of industries and applications. Our products are added to a wide range of products used every day at home, work or leisure.

Perstorp Holding AB
Phone: +46 435 380 00
E-mail: [email protected]

Postal address
Box 597
201 25 Malmö

Visitors address
Neptunigatan 1
211 20 Malmö

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