Press release from the annual general meeting in Seamless on 21 April 2016


At the annual general meeting in Seamless in Stockholm today the shareholders
resolved, in accordance with the proposed resolutions, upon the following:

Approval of profit and loss accounts and balance sheets, and discharge from
liability for the board members and the managing director

The annual general meeting approved the profit and loss accounts and the balance
sheets and resolved that the company’s aggregated results of SEK 59,628,055
shall be carried forward.

The board members and the managing director were discharged from liability for
the financial year 2015.

Board of directors, fees to the board of directors and auditor

Re-election of Hein Pretorius as chairman of the board of directors and re
-election of Peter Fredell, Robin Saunders, Kristin Berdan and election of Tomas
Klevbo for the time until the end of the next annual general meeting.

The annual general meeting resolved that fees to the board of directors shall be
paid in accordance with the proposal of the nomination committee.

Nomination committee

The annual general meeting resolved to approve the proposed instructions and
statutes for the nomination committee.

Guidelines for remuneration of the management

The annual general meeting resolved to approve the proposed guidelines for
remuneration of the management.

Resolution to authorise the board of directors to resolve upon issues of shares
and/or warrants and/or convertibles and to acquire and sell treasury shares

The annual general meeting resolved to authorise the board of directors to
resolve upon issues of shares and/or warrants and/or convertibles in a maximum
number of 15,000,000.

Further, the annual general meeting resolved to authorise the board of directors
to acquire and sell treasury shares. The shares shall be repurchased on Nasdaq
Stockholm at a price within the share price interval registered at that time and
to the extent that the company’s holding of its own shares, on any occasion,
does not exceed 10 percent of the total number of shares in the company.
Transfers of treasury shares held by the company may be made on Nasdaq Stockholm
or in connection with the acquisition of companies, businesses or parts thereof
with a maximum of number of shares held by the company at the time of the board
of director’s transfer resolution. Transfers on Nasdaq Stockholm shall be made
only at a price within the price range registered at any given time, or, if in
connection with acquisition of companies, businesses or parts thereof, on market
terms, however, not to a price below the stock exchange rate.

Stock option plan

The annual general meeting resolved upon a stock option plan for senior
executives and other key employees in the group and in total, the plan will
encompass a maximum of 7 million stock options whereof Series I is for two years
and Series II is for three years. The CEO is entitled to not more than 1.5
million stock options in Series I and 500,000 stock options in Series II. Other
senior executives and other key employees employed in the group are each
entitled to not more than 500,000 stock options in Series I and 350,000 stock
options in Series II.

The exercise price for the stock options in Series I corresponds to 130 percent
of the volume weighted average price of the Seamless share for ten trading days
after the annual general meeting 2016 and the exercise price for the stock
options in Series II corresponds to 140 percent of the volume weighted average
price of the Seamless share for ten trading days after the annual general
meeting 2016.

For senior executives, the vesting of stock options will be conditional upon
fulfilment of financial and operational targets as determined by the board of
directors. The results hereof will be published in the company’s annual report
for 2018 and 2019 respectively and on the company’s web site. To ensure the
delivery of shares under the plan, the board of directors was authorised to,
with deviation from the shareholders’ preferential rights, at one or more
occasions, resolve to issue not more than 7 million warrants.

Complete information on each proposal adopted by the annual general meeting may
be downloaded from www.seamless.se.

For further information, please contact
Peter Fredell, CEO, phone +46 8 564 878 00

About Seamless / SEQR
(se·cure) is Europe’s most used mobile payment solution in stores and online.
SEQR enables anybody with a smartphone to pay in stores, at restaurants, parking
lots and online, transfer money at no charge, connect loyalty programs, store
receipts digitally and receive offers and promotions directly through one mobile
app. Through the SEQR app, the user simply scans or taps a QR-code/NFC at check
-out and approves the purchase by entering a PIN code. Fast, smooth and safe,
SEQR’s digital payment solution enables merchants to lower interchange fees
significantly compared to those charged by traditional card companies. SEQR’s
unique transaction platform has been developed by Seamless, one of the world’s
largest suppliers of payment systems for mobile phones.

Founded in 2001 and active in 35 countries, Seamless handles more than 3,7
billion transactions annually through 575 000 active sales outlets. 6 200
merchants have chosen SEQR including the largest grocery chains, fast food
chains and national retailer chains in the markets where SEQR is established.
Currently SEQR is established in Sweden, Finland, Romania, Belgium, Portugal,
Netherlands, Germany, Spain, France, Italy, UK and US. In 2013, SEQR won the
Mobile Money Deployment in Europe. Seamless is traded on Nasdaq Stockholm, under
the SEAM ticker. www.seqr.com

This information is such information that Seamless Distribution AB (publ) is
required to disclose pursuant to the Swedish Securities Market Act and/or the
Swedish Financial Instrument Trading Act. The information was released for
publication on 21 April, 2016 at 12:00 pm (CEST).

Attachments

04211055.pdf