Page 93 - Bouvet årsrapport ENG 2010 ePub

Bouvet annual report 2010 93

Te Norwegian code of practice for cor-porate governance has been issued by the Norwegian Corporate Governance Board (NCGB). It builds on the principle of “comply or explain”, whereby companies must either comply with the code or explain why they may have chosen an alternative approach.

Bouvet’s principles are based on the code of 21 October 2010, which can be found at www.nues.no.

1. Implementation and reporting on corporate governance

Confdence in its management and business are crucial for Bouvet’s present and future competitiveness. Te group practices open management, and thereby builds trust both in-house and externally.

Te board of Bouvet is responsible for implementing sound corporate governance principles in the group. An annual review of corporate governance is conducted by the board and the executive management.

Bouvet’s corporate governance does not deviate from the requirements of the code in any signifcant way which requires more detailed explanation.

Guidelines for corporate governance in the group can be found on its website at www.bouvet.no and in its annual report.

Relations between owners and the group will be characterised by respect for the own-ers, good and timely information and equal treatment of shareholders.

Te ethical guidelines observed by Bouvet refect its values base.

2. The business

Bouvet’s business purpose is defned in article 2 of its articles of association.

Its business purpose is to engage in con-sultancy, system development, and the im-plementation of IT solutions together with other activities connected with this. Tese activities may be pursued by the company itself, by subsidiaries or through participa-tion in other companies or in cooperation with others.

Te group delivers services in the following areas: portals, system development and inte-gration, application management/ adminis-tration, SAP, business intelligence, technical infrastructure and training courses. Usability is an integral element in Bouvet’s deliveries.

A detailed presentation of Bouvet’s business as well as its goals and strategies is included in the annual report and continuously updated on the group’s website. Te parent company’s articles of association can also be found on the website.

2. Equity and dividends

Bouvet has experienced a sharp growth in turnover, and still has a potential for further proftable expansion. To beneft from these opportunities, the group will maintain a solid equity and good liquidity.

Consolidated equity at 31 December 2010 was NOK 113.2 million, corresponding to an equity ratio of 36.6 per cent. Bouvet’s goal is an equity ratio in the order of 30 per cent. Te board accordingly regards the group’s capital structure as satisfactory.

Dividend

Te Bouvet share will be a proftable invest-ment for its owners through the increase in its value and the payment of dividend. As a contribution to ensuring good corporate governance, the board has resolved that the group’s dividend policy will be to distribute a signifcant proportion of the previous year’s net proft. When considering its pro-posal for a dividend, the executive manage-ment and the board will take account of the following considerations:

• Bouvet will be a solid company with a book equity ratio in the order of 30 per cent

• Bouvet should have adequate reserve liquidity in the form of bank deposits or credit facilities.

Major investments will normally be funded through new fnancing in the form of debt, share capital or a combination of these.

Bouvet ASA (Bouvet) is concerned to practise good corporate governance, which will strengthen confdence in the group and thereby contribute to the best possible long-term value creation to the beneft of the shareholders, the employees and other stakeholders. The purpose of its principles for corporate governance is to regulate the division of roles between shareholders, the board and the executive management more comprehensively than is required by legislation.

Corporate governance

BOUVET ASA