Nomination Committee

The Nomination Committee is responsible for preparing and presenting proposals on the directors of the Board and auditor, in the case that an auditor should be elected, and their remuneration as well as the proposal on the Chairman of the Annual General Meeting. The Nomination Committee’s proposals are submitted in connection with the notice of the upcoming AGM. Shareholders have the opportunity to submit nomination proposals to the committee either by post to Company Secretary, Tele2 AB (publ), P.O. Box 62, SE-164 94 Kista, Sweden, or sent by e-mail to agm@tele2.com.

Nomination Committee for the 2012 AGM
The principles for appointing members of the Company’s Nomination Committee were determined at the AGM 2011. In accordance with these principles, Cristina Stenbeck convened a Nomination Committee during the autumn 2011 in preparation for the AGM in 2012, consisting of the major shareholders in Tele2 AB. The Nomination Committee consists of Cristina Stenbeck, as representative for Investment AB Kinnevik; Åsa Nisell as representative for Swedbank Robur Fonder; Ramsay Brufer as representative for Alecta Pensionsförsäkring and Björn Lind as representative for AMF Pensionsförsäkring and AMF Fonder. The four shareholder representatives in the Nomination Committee jointly represented more than 50 percent of the voting rights in the Company.

Name		Representing		Share of votes as on 30 September 2011
Cristina Stenbeck		Investment AB Kinnevik		47,5%
Åsa Nisell		Swedbank Robur Fonder		2,2%
Ramsay Brufer		Alecta Pensionsförsäkring		1,2%
Björn Lind		AMF Pensionsförsäkring/AMF Fonder		1,2%

The Board member Cristina Stenbeck has been appointed as Chairman of the Nomination Committee. The other members of the Nomination Committee have explained their decision regarding the election of the Chairman of the Nomination Committee as being in the Company’s and shareholders’ best interest and a natural consequence of Cristina Stenbeck leading the Nomination Committee’s work in recent years, as well as her representation of the Company’s largest shareholder.

The Nomination Committee will present the following proposals for approval by the 2012 Annual General Meeting:

• Proposing the Board of Directors and its Chairman,
• Proposing the remuneration to members of the Board and its committees and auditor remuneration,
• Nominating a Chairman to lead the AGM, and
• Proposing a procedure for appointing members of the Nomination Committee in advance of the 2013 AGM.

The work of the Nomination Committee for the 2011 AGM
In advance of the AGM 2011, the Nomination Committee has evaluated the Board’s work. As the basis for the Nomination Committee’s evaluation, the Chairman of the Board has presented the results of the evaluation of the Board and its members’ performance in 2010 and 2011. The committee submitted proposals to the AGM for the election of a Chairman of the AGM, the Board Chairman and other members of the Board, the fees to the Board members, and remuneration for committee work.

The Nomination Committee for the AGM 2011 has held three meetings as of the date of the AGM with additional contact between meetings. No compensation has been paid by Tele2 to any member of the Nomination Committee for their work. More detailed information on the work of the committee and the Nomination Committee's motivated opinion for the 2011 AGM is available on Tele2's website, www.tele2.com, under the section "General Shareholders Meeting 2011".