The 2008 AGM of Technology Nexus AB decided to approve the nomination committee proposal that follows.
Once the ownership structure of the company as of 31 August 2008 as recorded in the shareholders register is known, the chair of the board is charged with contacting the three shareholders with the largest shares of the vote as soon as possible to request that each appoint a member of the board to the nomination committee. Should one of the three such shareholders not wish to appoint a member, the right falls to the fourth largest shareholder in terms of voting rights, and so on. The members appointed in this process, together with the chair of the board (who convenes meetings), shall comprise the nomination committee. The nomination committee shall then appoint a chair from its members. The names of the nomination committee members shall be made public by the company no later than six (6) months prior to the 2009 AGM.
The nomination committee shall comply with and conduct the tasks prescribed by the Swedish Code of Corporate Governance and shall provide a proposal for the process to appoint a new nomination committee for the following AGM.
If any of the shareholders appointing a member of the nomination committee disposes of a considerable share of the holding in the company before the nomination committee has completed its work, the member appointed by said shareholder shall, unless the nomination committee decides otherwise, step down and, if the nomination committee deems it suitable, be replaced by a new member appointed by the shareholder that at that time has the largest share of the vote among shareholders not already represented in the nomination committee. Should any of the members of the nomination committee cease to represent the shareholder that appointed said member before the nomination committee completes its work, said member shall, if so decided by the nomination committee, be replaced by a new member appointed by the concerned shareholder. If the registered ownership structure should otherwise change considerably before the nomination committee has completed its work, and if so decided by the nomination committee, the members of the nomination committee shall be reshuffled in line with the principles stated above or the nomination committee shall complete its work without appointing a new member.
The mandate period of the nomination committee appointed in this manner shall run until the new nomination committee has taken office.
Members shall receive no compensation for work in the nomination committee. If necessary, the company shall be able to compensate reasonable costs that the nomination committee considers necessary for the fulfilment of its duties.