AS LHV Group is the largest domestic financial group and capital provider in Estonia
LHV was established in 1999, relying on the long-term investment and business experience of its founders. LHV employs over 420 people. LHV offers banking services to more than 185,000 customers, and LHV’s pension funds over 177,000 customers.
LHV’s mission is to help raise Estonian capital. LHV’s vision is focused on Estonia where people and businesses dare to think big, engage in enterprise and invest in the future.
LHV values: simple, supportive, effective.
Long-term objectives of LHV
- To be the best financial services provider for private individuals who are accumulating and investing in financial assets and companies in need of financing.
- Be an attractive and recognised employer that offers development, self-actualisation and growth.
- Conduct business so that the annual rate of return on equity committed reaches 20% of the pre-tax profit.
- To be the most inclusive financial services provider for international financial intermediaries.
- To become Estonia’s most valued publicly traded company.
LHV is the perfect place for safeguarding and growing your savings
LHV focuses on active and independent customers with an enterprising frame of mind. For private customers, LHV mainly offers services related to the safeguarding and enhancement of savings. For business customers, LHV offers smart, flexible financing, along with the management of daily financial affairs.
LHV’s products and services are simple, transparent and relevant. Modern-day electronic means of communication are used for customer communication. This allows to cut costs with the aim offering affordable prices for the everyday services of LHV.
Partnership is central to growing the business of LHV. New initiatives can be implemented much faster and more successfully if the parties involved have the same interests and each other’s long-term support. LHV is a publicly traded company. LHV would like as many clients and partners as possible to be shareholders and investors in LHV and to participate in the building of a shared business.
The Supervisory Board is a governing body of LHV, planning the activities of the group, organising the management of LHV and conducting supervision over the activities of the Management Board. The Supervisory Board determines and regularly reviews LHV's strategy, the general plan of action, risk management principles and the annual budget.
The size of remuneration and its procedure of payment to the members of the Supervisory Board is decided by the General Meeting, considering inter alia the duties of the Supervisory Board and their extent, as well as the participation at the Supervisory Board meetings and the activity of the Supervisory Board. The Supervisory Board members gross remuneration is 500 euros per each meeting of the Supervisory Board, where the member participates. No separate additional pay or performance pay or bonuses have been established. Based on Supervisory Board Member Andres Viisemann’s activity as the head of pension funds in LHV’s subsidiary AS LHV Varahaldus, LHV is applying the LTI plan, i.e. the option programme.
No significant transactions have been concluded between LHV and its Supervisory Board members, their close relatives or related parties in 2019. Also, there are no such valid contracts from earlier periods.
The Audit Committee serves, above all, as an advisory body for the Supervisory Board in matters related to accounting, audit, risk management, internal control and internal audit, supervision, budgeting and compliance. The Audit Committee must be set up of at least three members. LHV’s Audit Committee members are paid a monthly gross remuneration of EUR 500. No separate additional pay or performance pay or bonuses have been established.
The Audit Committee is charged with the task of monitoring and analysing
- the processing of financial information within the scope required for the preparation of quarterly reports and the Annual Report;
- the efficiency of risk management and internal control;
- the audit of the financial statements or the Consolidated Annual Report, and
- the independence of the audit firm and the authorised auditor representing the audit firm by law, and compliance with the requirements established in the Auditors Activities Act.
The Audit Committee is obliged to make proposals and recommendations to the Supervisory Board with regard to:
- appointment or removal of the audit firm;
- appointment or removal of the internal auditor;
- prevention and elimination of problems and inefficiencies within the organisation, and
- ensuring compliance with legal acts and best professional practice.
The Remuneration Committee is charged with the task of assessing the principles of remuneration within the LHV consolidation group companies, as well as the impact of remuneration-related decisions on adherence to the requirements established for the management of risks, own funds and liquidity. The Remuneration Committee is set up of at least three members of the Supervisory Board of AS LHV Pank. No remuneration is paid to the members of the Remuneration Committee.
The Remuneration Committee:
- conducts supervision over the remuneration of the management board and staff members of companies incorporated in the LHV consolidation group;
- assesses, at least once a year, the implementation of the remuneration principles and makes proposals for the updating of the remuneration principles, where necessary, and
- prepares the draft remuneration decisions for submission to the Supervisory Board.
Risk and Capital Committee
The Risk and Capital Committee, established at AS LHV Pank level, monitors the implementation of the risk management policy and the capital management policy. The Risk and Capital Committee reviews regular risk reports, the processes ensuring capital adequacy and capital plans. The Risk and Capital Committee has to include at least three members, including the Chairman of the Supervisory Board. No remuneration is paid to members of the Risk and Capital Committee.
The jurisdiction of the Risk and Capital Committee includes
- advising the Supervisory and Management Boards on the risk management principles and risk tolerance,
- supervision of the implementation of the risk management principles by the Management Board in accordance with the instructions of the Supervisory Board,
- checking of the accounting of business model and risk management principles in the fees set for clients and, in the event of any deficiencies, submission of an improvement plan to the Supervisory Board,
- checking of the accounting of the likelihood and timing of risk, capital, liquidity and revenues in the principles of remuneration.
The purpose of the Nominating Committee, which has been formed at the level of AS LHV Pank (Bank), is to support the Bank’s Supervisory Board in questions related to the selection process and eligibility requirements. The Committee is comprised of at least three members, who are selected from amongst the members of the Bank’s Supervisory Board. Members of the Nominating Committee do not receive remuneration.
The competence of the Nominating Committee includes, among other things
- Presentation to the Bank's Supervisory Board of candidates for the Bank's Management Board, a description of their duties, and the length of their term of office;
- Assessing the composition, structure and activities of the Bank’s Management Board at least once a year and, if necessary, proposing amendments;
- Continuous monitoring of the decision-making process by the Bank's Management Board;
- Periodically reviewing and taking decisions on the content, format and frequency of the risk information received;
- Where appropriate, ensuring the involvement of risk management, compliance testing, internal audit and other department managers in relevant matters.
In November 2017 the Management Board in cooperation with the Audit Committee conducted a selection process to determine the external auditor for the company. LHV requested submissions from four of the largest internationally renown audit firms and met with their representatives. As a result of the process AS PricewaterhouseCoopers was selected and nominated as the auditor at the annual general meeting of shareholders held on 11 April 2018. LHV concluded an agreement with AS PricewaterhouseCoopers for the financial years 2018 and 2019.
In February of 2019, the Management Board, along with the Audit Committee, organised a competition for selecting an auditor to audit the annual reports for 2020–2022. Within the competition, an invitation was sent to the three largest auditing firms and among the two firms that submitted an offer, the decision was made to select KPMG Baltics OÜ, who was appointed to be the auditor of the Group’s companies for the financial years 2020–2022 at the 13 March 2019 annual general meeting of shareholders.
Articles of Association
Best Practice of Corporate Governance
- Report on the Best Practice of Corporate Governance of AS LHV Group in 2018
- Report on the Best Practice of Corporate Governance of AS LHV Group in 2017
- Report on the Best Practice of Corporate Governance of AS LHV Group in 2016
- Report on the Best Practice of Corporate Governance of AS LHV Group in 2015
- Report on the Best Practice of Corporate Governance of AS LHV Group in 2014
- Report on the Best Practice of Corporate Governance of AS LHV Group in 2013
- Best Practice of Corporate Governance