Styreinstruks

Styreinstruks is a formal document that defines the mandate, responsibilities, and operating framework of a company's board of directors. It delineates the board's authority, the division of duties between the board and management, and the processes by which the board conducts its work. The document is typically adopted by the board or shareholders and is reviewed regularly, often annually.

Typical contents of a styreinstruks include:

- Purpose and scope

- Board composition and independence

- Roles and responsibilities, including the chair’s duties, oversight of management, strategy approval, risk management, internal controls, and succession planning

- Decision-making and authority, including quorum, voting, and delegation

- Meetings, including frequency, notice, agenda, and minute-taking

- Information and access to resources provided to the board

- Conflicts of interest and duties of loyalty

- Committees and their remits (such as audit, remuneration, risk, nomination)

- Evaluation and board development

- Adoption, revision, and disclosure requirements

Adoption and governance context:

The styreinstruks supports governance by clarifying expectations and accountability. It is often aligned with other governance documents such as the articles of association, corporate governance codes, and internal policies. In listed companies, the charter or its equivalents may be disclosed in annual reports or other public disclosures.

Regional and organizational variation:

The exact content and emphasis of a styreinstruks vary by jurisdiction and company type. In Scandinavian contexts, it is a common element of corporate governance practice, reflecting how the board should operate and interact with management, shareholders, and regulators.