SEB's Annual General Meeting 2016

At the Annual General Meeting (AGM) in Skandinaviska Enskilda Banken AB (publ) this Tuesday the Board members Johan H. Andresen, Signhild Arnegård Hansen, Samir Brikho, Annika Falkengren, Winnie Fok, Urban Jansson, Birgitta Kantola, Tomas Nicolin, Sven Nyman, Jesper Ovesen and Marcus Wallenberg were re-elected. Helena Saxon and Sara Öhrvall were elected new members. The AGM re-elected Marcus Wallenberg as Chairman of the Board.

The AGM approved a dividend of SEK 5.25 per share (4.75) and Thursday 24 March, 2016, as record date for the dividend.

The Board of Director's proposal to amendments to the Articles of Association was approved.

The Director's fee was set at SEK 13,710,000 in accordance with the Nomination Committee's proposal. The fee will be distributed as follows: SEK 2,800,000 to the Chairman of the Board and SEK 7,660,000 to be distributed among other Directors elected by the AGM who are not employed by the Bank, with SEK 860,000 each to the Deputy Chairmen and SEK 660,000 each to other Board members, and a total fee of SEK 3,250,000 for committee work.

The committee work fee is split accordingly: Risk and Capital Committee, SEK 510,000 to the Chairman and SEK 325,000 to other member, Audit and Compliance Committee, SEK 387,500 to the Chairman and SEK 200,000 to other member and Remuneration and Human Resources Committee, SEK 387,500 to the Chairman and SEK 195,000 to other member.

The AGM approved the Board of Director's proposal concerning guidelines for salary and other remuneration to the Group Executive Committee. The guidelines comply with the Swedish Financial Supervisory Authority regulations as well as the Swedish Corporate Governance Code and are in line with international regulations.

The AGM approved the Board of Director's proposal concerning one profit sharing programme for all employees except the Group Executive Committee, SEB All Employee Programme 2016, and one long-term equity programme, Share Deferral Programme 2016, comprising approximately 2000 senior managers and key employees.

The AGM approved the Board of Director's proposal concerning the acquisition and sale of the Bank's own shares, for the securities business, for long-term equity programmes and for capital purposes as well as proposal for decision on authorization to the Board of Directors to issue convertibles.

The AGM approved the Nomination Committee's proposal to re-elect PricewaterhouseCoopers AB as auditor. Main responsible within PwC will be authorised public accountant Peter Nyllinge.

The decisions can be read in full at www.sebgroup.com.

At the statutory Board meeting following the AGM, Urban Jansson and Jesper Ovesen were appointed Deputy Chairmen of the Board.

Also, in accordance with the decision by the Annual General Meeting to authorize the Board to decide on the acquisition and sale of own shares for SEB's long-term equity-based programmes, the Board decided that a maximum of 42,400,000 shares of Class A may be acquired and sold. The transactions may take place at one or several occasions during the period until the Annual General Meeting in 2017.

The acquisitions are intended to enable the Bank to transfer the acquired shares to participants in outstanding long-term equity-based programmes. When one or more participants in the programmes call for exercise the Bank will within the context of the Board's decision acquire shares to the extent necessary and immediately transfer them to the participant or participants.

The repurchases shall exclusively take place on Nasdaq Stockholm at a price within the price interval at any time recorded and the transactions will be reported via Nasdaq Stockholm in accordance with prevailing rules. Furthermore, SEB's web site www.sebgroup.com will be updated continuously.