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Nomination committee

Nomination Committee for the Annual General Meeting 2013

According to the resolution of the Annual General Meeting, Rabbalshede Kraft’s Nomination Committee shall comprise four individuals: one member – who is not a board member – from each of the three largest shareholders in terms of votes at September 30, 2012, and the Chairman of the Board, who so also the convener. The Nomination Committee shall appoint a non-Board member from within its ranks as the Chairman. The shareholders have now appointed their representatives in the Nomination Committee.

The Nomination Committee’s term of office extends until such time as a new Nomination Committee is appointed. The Nomination Committee’s assignment is to submit a proposal to the Annual General Meeting regarding the number of Board members to be elected by the Meeting, Board fees, Chairman and other members of the Board, Chairman of the Annual General Meeting and, where applicable, election of auditors and auditing fees.

In the event that any of the three members of the Nomination Committee who was appointed by one of the three largest shareholders in terms of votes resigns his or her assignment prematurely, the shareholder that appointed the resigning member is entitled to appoint a new member. In the event that any of the three largest shareholders in terms of votes sells all, but not just a portion, of its shares in the company before the Nomination Committee has completed its assignment, the fourth largest shareholder in terms of votes shall appoint a new member, and so on.

The majority of the Nomination Committee’s members must be independent in relation to the company and the company’s management. At least one of the Nomination Committee’s members must be independent in relation to the largest shareholder in terms of votes or a group of shareholders who cooperate in the company’s management.