NOTICE OF ANNUAL GENERAL MEETING
Shareholders who wish to participate at the Annual General Meeting shall
- have entered in the register of shareholders maintained by VPC AB (the Swedish Securities Register Center) on Monday 5 May 2003.
- notify the company of their intention of participating by no later than on Friday 9 May 2003 at 1.00pm CET. The notification shall be made on the company's website, www.tele2.com, or by e-mail, firstname.lastname@example.org, or in writing to the company:
P.O. Box 2094
SE-103 13 Stockholm, Sweden
- Election of Chairman of the Meeting.
- Preparation and approval of the voting list.
- Approval of the agenda.
- Election of one or two persons to check and verify the minutes.
- Determination of whether the Meeting has been duly convened.
- Presentation of the annual report and auditors' report and of the consolidated financial statements and the report of the auditors on the consolidated financial statements.
- Decision on the adoption of the income statement and balance sheet and of the consolidated income statement and the consolidated balance sheet.
- Decision on the proposed treatment of the company's unappropriated earnings or accumulated loss as stated in the adopted balance sheet.
- Decision on the discharge of liability of the members of the Board of Directors and the Managing Director.
- Determination of the number of members and deputy members of the Board of Directors.
- Determination of the fees of the members of the Board of Directors and the auditors.
- Election of the members and deputy members of the Board of Directors.
- Election of a deputy auditor.
- Authorisation for the Board of Directors to issue subordinated debentures with detachable warrants.
- Proposal from the shareholder, The Swedish Shareholders' Association, that the Meeting shall:
(a) elect a nomination committee;
(b) authorise the Board of Directors to elect a remuneration committee; and
(c) authorise the Board of Directors to elect an audit committee.
- Closure of the Meeting.
The Board of Directors proposes no dividend payment for the fiscal year 2002.
It is proposed that Marc J.A. Beuls, Vigo Carlund, Bruce Grant, Sven Hagströmer and Håkan Ledin shall be re-elected Board members and that John Shakeshaft and Cristina Stenbeck shall be elected new members of the Board of Directors.
To enable further stock options to be granted under the incentive programme adopted at the Annual General Meeting held on 16 May 2002, the Board of Directors proposes that the Meeting authorises the Board of Directors to, on one or several occasions during the period until the next Annual General Meeting, issue subordinated debentures with no more than 217,300 detachable warrants.
The Board of Directors complete proposal according to item 14 above will be available to the shareholders at the company offices at Skeppsbron 18 in Stockholm as of 1 May 2003. The documents will be sent to those shareholders who request them and who state their postal or email address.
Lars-Johan Jarnheimer Telephone: + 46 8 562 640 00
President and CEO, Tele2 AB
CFO, Tele2 AB
Investor & Press Relations