AGM of Sweco AB on 29 April 2010


AGM of Sweco AB on 29 April 2010

The Annual General Meeting of Sweco AB on 29 April 2010 passed resolutions
according to the following.

The AGM resolved, in accordance with the proposal of the Nominating Committee,
that the Board of Directors shall consist of eight regular members elected by
the AGM and that no deputies shall be appointed. The AGM re-elected Anders G.
Carlberg, Gunnel Duveblad, Aina Nilsson Ström, Olle Nordström, Pernilla Ström
and Mats Wäppling, while Sofia Arkelsten and Kai Wärn were elected as new
members. Øystein Løseth resigned from the Board at his own request on 25
November 2009. Olle Nordström was appointed as Board Chairman. 

Sofia Arkelsten, born in 1976, is a member of the Swedish parliament (m), the
Committee on Environment and Agriculture and the Committee on European Union
Affairs. She was previously employed by ICA AB, among other things as
Communications Director for ICA Sweden. Prior to this, Sofia Arkelsten worked
with commercial policy and legal affairs at Svensk Handel. In addition, she has
been an elected representative to the Stockholm City Council and is currently
chairman of Stiftelsen Barnens Dag. 
Kai Wärn, born in 1959, is President and CEO of Seco Tools AB. Prior to this,
Kai Wärn was active in international product operations in the ABB group, of
which ten years stationed abroad. He is currently a member of the Employers'
Association of the Steel and Metal Industry. Kai Wärn holds a master's degree in
engineering from the Royal Swedish Institute of Technology.

The AGM resolved on fees to the Board of Directors, the Audit Committee, the
Remuneration Committee and the auditors in accordance with the proposal of the
Nominating Committee. The AGM also resolved on instructions for the Nominating
Committee in accordance with the proposal of the Nominating Committee. The AGM
furthermore resolved on principles for remuneration and other terms of
employment of senior executives in accordance with the proposal of the Board of
Directors.

The AGM resolved, in accordance with the proposal of the Board of Directors,
that the shareholders shall receive a dividend of SEK 2.00 per share. The record
date is 4 May 2010 and payment is expected to be made on 7 May 2010.

The AGM adopted the presented income statements and balance sheets and granted
the members of the Board of Directors and the President discharge from liability
for the financial year 2009. 

In addition, the AGM resolved, in accordance with the proposal of the Board of
Directors, on a redemption procedure including a share split, a reduction of the
share capital for repayment to the shareholders through the cancellation of
shares of class A and class B, and an increase in the share capital through a
bonus issue. Each share in the company will be divided (through a share split)
into two shares, of which one will be designated as a redemption share. Each
redemption share will then be automatically redeemed for a redemption proceed of
SEK 2.00 in cash, whereby a total of approximately SEK 177.9 million will be
distributed to the shareholders. Euroclear Sweden AB's record date for the share
split is 18 May 2010. The final date for trading of the Sweco share including
the right to receive redemption shares will thus be 12 May 2010. 

The AGM also resolved, in accordance with the proposal of the Board of
Directors, to reduce the share capital by an amount of not more than SEK
2,505,850 without repayment to the shareholders through the cancellation of not
more than 2,505,850 class B shares. The shares to be cancelled are those that
have been held in treasury by the Company for delivery to participants in
previous share bonus programmes, but which are not required for that purpose.

The AGM resolved to authorise the Board of Directors, during the period before
the next AGM, to decide on the repurchase of Sweco shares in a number equal to
not more than 10 percent of all issued shares in the Company. The aim of the
repurchase is to give the Board greater freedom action in working to optimise
the Company's capital structure. The repurchase will also create opportunities
for the Company to use Sweco shares as consideration in connection with future
acquisitions. The AGM furthermore resolved to authorise the Board of Directors,
during the period before the next AGM, to decide on the transfer of Sweco
shares. Such transfer of shares, with exclusion of the shareholders' pre-emptive
rights, may take place in connection with acquisitions. The reason for exclusion
of the shareholders' pre-emptive rights in connection with the transfer of
shares is to finance future acquisitions in a cost-effective manner.

The AGM resolved to amend the Articles of Association so that no class C shares
may exist or be issued and so that no deputy Board members may exist.

The statutory meeting of the Board decided to repurchase not more than 10 per
cent of all issued shares in the Company, including shares already held in
treasury by the Company. The repurchase will take place during the period from
29 April 2010 until the next AGM. 

Sweco AB currently holds 3,064,923 class B treasury shares, of which not more
than 2,500,000 class B shares may be awarded within the framework of Sweco's
2009 share bonus programme.

For further information please contact:
Mats Wäppling, President and CEO of Sweco, +46 8-695 66 07,
mats.wappling@sweco.se
Fredrik Hedlund, Head of corporate communications, +46 8 695 66 12,
fredrik.hedlund@sweco.se 


Sweco is a provider of international consulting engineering services with
combined expertise in engineering, environmental technology and architecture.
The Group has annual sales of approximately SEK 5.3 billion and 5,100 employees
in eleven countries. The company has projects currently underway in some 90
countries worldwide. Sweco is listed on NASDAQ OMX Stockholm AB.

The information contained herein may be subject to the disclosure requirements
in the Swedish Securities Exchange and Clearing Operations Act and/or the
Financial Instruments Trading Act. The information was submitted by Sweco for
publication on 29 April 2010 17.30 CET.

Pièces jointes

04292106.pdf
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