85 Cloudberry Annual report 2022 Corporate Governance www.nues.no. Deviations from the Corporate Governance Code must be justified and explained. In this report, deviations are discussed under the relevant sections. As a general rule, the Board will only approve deviations the Board believes are in the best interest of the Company and its stakeholders. To secure strong and sustainable corporate governance, it is essential that Cloudberry practices a transparent and healthy business with reliable financial reporting compliant with legislation and regulations. Governing structures and guidelines help Cloudberry to ensure that the Company is operating in a manner that is justifiable and profitable for the employees, shareholders, partners, other stakeholders and the society. References to specific policies are included in this corporate governance report where relevant. Cloudberry’s corporate governance is based on openness, trustful communication and cooperation between the Company and all its stakeholders, and the principle of equal treatment of shareholders. The report also outlines the Company’s policies and practices for corporate governance, in accordance with Section 3-3b of the Norwegian Accounting Act. The Company’s executive management team consists of six members: Chief Executive Officer, Chief Value Officer, Chief Compliance & Organisation Officer, Chief Operating Officer, Chief Development Officer and Chief Technology Officer and together the team covers the value chain’s processes. The Company’s Chief Executive Officer oversees the daily conduct of business, including the effectuation, implementation and follow-up of the objectives and strategies set by the Board of Directors. Chief Executive Officer supervises that Cloudberry’s accounts are in accordance with laws and regulations and provides the Board of Directors with the necessary information to carry out its administration and supervision tasks in a proper manner. 2. Business Cloudberry is a Nordic renewable energy company owning, developing and operating renewable energy assets such as hydropower plants and wind farms in Norway and Sweden. The Company has also acquired a portfolio of up to 51 wind turbines mainly in Denmark, which will be implemented in the organisation during 2023. Cloudberry’s operations comply with the objective defined in Section 3 of the Company’s articles of association (“Articles of Association”) which states that “the company’s purpose as the parent company of a group is to engage in investment activities in the energy sector, including developing and operating the production of renewable energy and activities naturally connected with this”. Cloudberry’s purpose is “to provide clean renewable energy for future generations, developing a sustainable society for the long term and creating value for stakeholders”. The Company’s corporate strategy is to deliver on this purpose, with targets to align strategy execution across the group for the long term. Cloudberry’s success factor is its continuous ability to grow and mature an in-house development portfolio and scanning for attractive and strategic acquisitions and growth opportunities. The Company has a solid development track record and a large production portfolio with both hydro and wind assets. Cloudberry’s integrated business model is based on a partnering model for construction, operations and maintenance to ensure risk-sharing, quality, cost and capital efficiency across the value chain. A sustainable and local approach is distinctive for our ownership, development and operations and going hand in hand with a commitment to long-term value creation for all stakeholders. Power produced and transferred to the transmission and distribution network equals our sales volume. Cloudberry’s revenue streams are predominantly determined by power sales volume and actual power price achieved in the spot market (Nord Pool). Over time, Cloudberry seeks a balanced mix between spot pricing and long-term fixed purchase price agreements (PPAs). Cloudberry cultivates our portfolio to ensure a diversification and balance of risk, returns, asset- and geographical mix. Cloudberry considers ESG related factors relevant and important when making business decisions, and the Board of Directors identifies and assesses which aspects of sustainability are relevant to the Company. Cloudberry builds robustness through a diversified and balanced portfolio and uses competitive financing to deliver sustainable, profitable and long-term growth.
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