The underlying principles behind the Companies' emphasis on good corporate governance are focused on preparing the basis for a long term increase in values for shareholders, the employees and the society.  Important keywords on good corporate governance within Ganger Rolf and Bonheur are transparency, integrity and responsibility.
Transparency, in order to secure confidence on decision making procedures and the way in which the activities of the Companies are conducted.  In this context the Companies' policy on information is key.  Integrity can be defined as the resulting effect of the ethical norms that guide the Companies, and which in turn will contribute to securing appropriate conduct when executing the business.  Responsibility has to do with clarity relative to the effects of acts or omissions.
On 7 December 2004 national recommendations on corporate governance in Norway were published.  In their further development of good corporate governance the Companies have taken these and the intentions behind them into account.
The 2003 AGM decided to strengthen the supervisory functions of the Shareholders Committees in connection with the Companies' development of good corporate governance.  It follows from the Companies' Bye-laws that the Shareholders Committees are given the responsibility to supervise the business conduct of the Board and Management.  The way in which the Shareholders Committees are discharging this responsibility follows the aforementioned recommendation on corporate governance in accordance with procedures adapted to the way in which the Companies are organized.
The ultimate responsibility for the Companies' operation, hereunder the responsibility for ensuring that the business conduct is in accordance with the basic values of the Companies, rests with the Boards which today consist of 5 members who each are elected for a two-year period.
In addition to exercising their authority on decision-making and control functions, the Boards focus on establishing the Companies' strategies and long term value creation.  As the activities of the Companies are very diversified, the level of activity of the Boards is generally high.  Emphasis is on providing the Board members with broadly based information as a basis for performing their functions.  All matters of significance are addressed by and decided by the Boards.  This i.a. comprises approving quarterly and annual accounts, significant investments (hereunder acquisitions and disposals) and establishing strategies.  The composition of Directors reflects a broad level of competence.  The Directors Anna Synnøve Bye and Andreas Mellbye are independent of the Companies' management and the Companies' main shareholders.  The composition of the Boards complies with the political requirement for a 40 % female representation.
Emphasis is placed on a clear distinction of responsibility between management and the Boards.  Separate instructions for the Boards have been established.
In note 2 to the annual accounts information on compensation to the Boards is provided.  The Boards' compensation is not depending on results and Directors have not been granted share options.