Press Releases

Carnegie’s Annual General Meeting 2008

Below is a summary of the decisions taken by the Annual General Meeting of D. Carnegie & Co AB (Carnegie), held in Stockholm today.

Dividend
The AGM approved a dividend of SEK 7.50 per share. The record day for dividend is 10 April and the distribution will be made from VPC (the Swedish Securities Depository) on 15 April 2008.

Discharge from liability
The AGM did not discharge the former Board members Christer Zetterberg, Hugo Andersen, Niclas Gabrán, Anders Ljungh, Dag Sehlin and Fields Wicker-Miurin during the period 1 January–21 November 2007, and the former Board member and CEO Stig Vilhelmson, serving during the period 1 January–28 September 2007, from liability.
However, the AGM discharged the current Board members Anders Fällman, Jan Kvarnström, Björn C. Andersson, Catharina Lagerstam and Patrik Tigerschiöld in relation to the the period 21 November–31 December 2007, the CEO Anders Onarheim from liability in relation to the the period 28 September–31 December 2007, and as regards Mai-Lill Ibsen in relation to the period 29 March–31 December 2007.

Discharge from liability in Carnegie Investment Bank AB
Following the AGM of D. Carnegie & Co AB, the AGM in the wholly-owned subsidiary Carnegie Investment Bank AB was held.
The AGM of Carnegie Investment Bank AB did not discharge the former Board members Christer Zetterberg, Hugo Andersen, Niclas Gabrán, Anders Ljungh, Dag Sehlin and Fields Wicker-Miurin from liability during the period 1 January–21 November 2007, and the former Board member and CEO Stig Vilhelmson, serving during the period 1 January–28 September 2007, from liability.
However, the AGM discharged the current Board members in Carnegie Investment Bank AB from liability, i.e. Board members Anders Fällman, Jan Kvarnström, Björn C. Andersson, Catharina Lagerstam and Patrik Tigerschiöld in relation to the the period 21 November–31 December 2007, the CEO Anders Onarheim from liability in relation to the the period 28 September–31 December 2007, and as regards Mai-Lill Ibsen in relation to the period 29 March–31 December 2007.



Changes to the Board of Directors of D. Carnegie & Co AB
The AGM decided that the Board should consist of six members. Re-election was agreed of Anders Fällman (elected Chairman of the Board), Jan Kvarnström (elected Deputy Chairman of the Board), Björn C. Andersson, Mai-Lill Ibsen and Catharina Lagerstam. John Shakeshaft was elected as new board member. Below is a brief description of his background.
John Shakeshaft (1954). Studies at Cambridge, Princeton and London Universities. John Shakeshaft has been a Board member and Chairman of the Audit Committees of Tele 2 AB and The Economy Bank NV since 2003 and the technology company Questair Techonologies Inc since 2006. Former positions include President of ABN Amro until 2006 and partner of corporate finance advisors Cardona and Lazard. John Shakeshaft was also global Head of capital markets at ING Barings and Executive Director at Morgan Stanley. Currently he is also a Board member of the technology company TT Electronics and of Ludgate Environmental Finance Ltd., which is listed on the London Stock Exchange. John Shakeshaft holds no Carnegie shares.

Remuneration to the Board of Directors and the Auditor
The AGM decided on remuneration to the Board of Directors (including remuneration for Committee work) of SEK 3,7m to be allocated among those Directors that are not employed by the Company or any of its subsidiaries.
Remuneration to the registered auditing company Deloitte AB during its mandate period should be as agreed when procuring the services.

Share Programme 2008
The AGM approved the Board’s proposal regarding cancellation of Share Programme 2008.

Guidelines for remuneration for senior management
The AGM approved the guidelines with respect to the company’s policy on remuneration for senior management proposed by the Board.

Proposal of nomination process for 2009
The AGM commissions the Chairman of the Board to appoint not less than three and not more than five representatives, who together with the Chairman of the Board are to form the Nomination Committee and who shall make nominations to the Annual General Meeting 2009, or where applicable to any foregoing Extraordinary General Meeting, for Chairman of the General Meeting, Board Members, Chairman of the Board and propose remuneration for the Board. The members, who together with the Chairman of the Board form the Nomination Committee, shall be appointed amongst representatives of the largest Shareholders of the Company. Larger Shareholders shall also include a by agreement lasting group of shareholders having a common position by coordinated exercise of voting power. The Chairman of the Board shall not to be Chairman of the Nomination Committee. Until the Nomination Committee has elected a Chairman among themselves the Chairman of the Board shall be the convener of the Nomination Committee. The Members of the Nomination Committee shall be presented at the latest six months before the Annual General Meeting 2009.
Up to and including January 2009 a new larger Shareholder shall be offered to join the Nomination Committee and other changes to the composition of the Nomination Committee shall be made as a result thereof. Changes in the composition of the Nomination Committee shall be decided by the Chairman of the Board.




The Nomination Committee shall make nominations to the Annual General Meeting 2009, or where applicable to any foregoing Extraordinary General Meeting, for Chairman of the General Meeting, Board Members, Chairman of the Board and propose remuneration for the Board.

For further information, please contact:

Anders Fällman, Chairman of the Board, +46 8 562 199 00

Andreas Koch, Head of Communications and Investor Relations, +46 734 17 8639


This information is such that D.Carnegie AB must disclose in accordance with the Securities and Clearing Operations Act. The information was submitted for publication on 7 April 2008 at 19:30 CET.


Carnegie is a leading independent investment bank with Nordic focus. Carnegie provides value-added services in securities brokering, investment banking, asset management, and private banking, as well as pension advisory services to institutions, corporations and private clients. Carnegie has approximately 1,100 employees in eight countries and is listed on the Nordic Exchange.

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