Report from Enea AB’s Annual General Meeting 2015


The annual general meeting of Enea AB (publ) (the "Company"), was held on
Thursday 7 May 2015, 4.30 p.m. at Kista Science Tower, Färögatan 33 in Kista,
Stockholm.

The following was decided by the annual general meeting (“AGM”).

Adoption of the profit and loss account and the balance sheet

The AGM adopted the profit and loss accounts and the balance sheets of the
Parent Company and the Group for the financial year 2014.

Dividend

The AGM resolved that no dividend will be paid. Instead, an automatic program of
redemption of shares to a value of SEK 3.60 per share was approved by the AGM.

Board of Directors and auditors

The AGM discharged the members of the Board of Directors and the Managing
Director from liability for the financial year 2014. The AGM resolved that the
Board members shall consist of six permanent elected members by the AGM, with no
deputies. Anders Skarin was elected as Board Chairman. Kjell Duveblad, Mats
Lindoff, Robert Andersson and Torbjörn Nilsson were re-elected as members of the
Board and Åsa Sundberg was elected as new member of the Board. Öhrlings
PricewaterhouseCoopers was elected as auditor.

Board and auditor fees

The AGM approved board fees of SEK 1,600,000 to be apportioned between the
members of the Board with SEK 420,000 to the Board Chairman and SEK 200,000 to
each of the other Board members elected by the AGM. It was also established that
SEK 180,000 shall be apportioned between the members of the Board after input
and participation in committee work. The auditor shall be entitled to fair
compensation as per agreed invoice.

The Nominating committee

The AGM approved the proposed rules for the nominating committee.

Authorization for the Board to decide on acquisition and assignment of treasury
shares

The AGM approved the Board’s proposed authorization for the Board to decide on
acquisition and transfer of treasury shares. The decision implies that
acquisition of treasury shares on Nasdaq OMX Stockholm, or by an offer to all
shareholders, may at each time not lead to that held treasury shares exceed ten
per cent of all shares in the Company. Transfer of treasury shares may be made
in other ways than on the Marketplace, including a right to deviate from the
shareholders preferential rights and that payment may be made by other means
than by cash. A maximum of ten per cent of the total number of the shares in the
Company may be transferred. The authorization stated above may be utilized on
one or several occasions up until the annual general meeting 2016. Acquisitions
of shares on the Marketplace may only be made at a price within the registered
price interval at the Marketplace. Transfer of treasury shares in connection
with acquisitions of businesses may be made at a market price estimated by the
board

Guidelines for remuneration to senior executives

The AGM approved the Board’s proposed guidelines for remuneration and other
conditions of employment to senior executives.

Authorization for the Board to decide on new share issue for share and business
acquisitions

The AGM approved the Board’s proposed authorization for the Board to decide on
new share issue for share and business acquisitions until the time of AGM 2016,
with the aim that the Company shall be able to issue shares for acquisition of
shares or businesses. The issue price shall be based on market practice and the
number of issued shares may at most equal ten per cent of the number of
outstanding shares on the day of the notice of the AGM.

Redemption of shares

The AGM approved the Board’s proposed imposition of an automatic program for
redemption of shares involving a share split, redemption of shares and a
corresponding “bonus issue” increase of the share capital.

Summary of terms for the redemption program:

Each Enea share is split into two shares. One of the shares is called a
redemption share. The redemption shares are automatically redeemed against
payment of 3.60 SEK per redemption share. The redemption is automatic, i.e. no
action is required from the shareholders.

The AGM authorized the board to set the record day for the share split and
redemption respectively as well as the period for trading of redemption shares.

Further information about the redemption program can be found in the previously
published information folder available on Enea’s website.

Reduction of the share capital and a corresponding “bonus issue” increase of the
share capital

The AGM approved the Board’s proposal to reduce the share capital of the Company
by SEK 303,902 through a cancellation of a total of 277,147 shares. In order to
achieve a time efficient cancellation procedure, the AGM approved the Board’s
proposal to restore the Company’s share capital to its original amount by
increasing the share capital by means of a bonus issue without issuing new
shares by transferring the amount of issue from the Company’s non-restricted
reserve to the Company’s share capital.

For more information visit www.enea.com/investors or contact:

Anders Lidbeck, President & CEO
E-mail: anders.lidbeck@enea.com

Sofie Sarhed, Investor Relations
Phone: +46 70 971 4005
E-mail: sofie.sarhed@enea.com

About Enea

Enea is a global supplier of Linux and real-time operating system solutions,
including middleware, tools, databases, and world class services, with a vision
to enable communication everywhere. As a trusted and respected player in the
embedded software eco system, Enea has for more than four decades delivered
value and helped customers develop and maintain ground-breaking products. Every
day, more than three billion people around the globe rely on Enea’s technologies
in a wide range of applications in multiple verticals – from Telecom and
Automotive, to Medical and Avionics. Enea has offices in Europe, North America
and Asia, and is listed on NASDAQ OMX Nordic Exchange Stockholm AB. For more
information please visit www.enea.com or contact us at info@enea.com

Enea®, Enea OSE®, Netbricks®, Polyhedra® and Zealcore® are registered trademarks
of Enea AB and its subsidiaries. Enea OSE®ck, Enea OSE® Epsilon, Enea® Element,
Enea® Optima, Enea® Optima Log Analyzer, Enea® Black Box Recorder, Enea® LINX,
Enea® Accelerator, Polyhedra® Lite, Enea® dSPEED Platform, Enea® System Manager
and Embedded for Leaders(TM) are unregistered trademarks of Enea AB or its
subsidiaries. Any other company, product or service names mentioned above are
the registered or unregistered trademarks of their respective owner. © Enea AB
2015.

Anhänge

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