Annual General Meeting of Skandia

Annual General Meeting of Skandia Shareholders of SKANDIA INSURANCE COMPANY LTD (publ) are hereby summoned to the Annual General Meeting on Tuesday, March 27, 2001, at 4.30 p.m. (Swedish time). Location: The University of Stockholm, Aula Magna, Frescati, Stockholm, Sweden. NOTIFICATION OF ATTENDANCE, ETC. Shareholders intending to attend the Annual General Meeting, must · be recorded as shareholders in the Shareholders Register issued by the Swedish Securities Register Centre (VPC AB) as at Friday, March 16, 2001, and must · notify the Company of their intention to attend the Meeting not later than 4.30 p.m. (Swedish time) on Thursday, March 22, 2001. Notification of intent to attend the Meeting should be made in writing to Skandia, Corporate Law, "AGM", SE-103 50 Stockholm, Sweden, by fax Int. +46-8-788 16 80, by telephone Int. +46-8-788 32 62, alt. +46-8-788 30 68 or via the Internet at http://www.skandia.com/agm. Please note that if voting by proxy, power of attorney must be sent in original and may not be sent by fax or via the Internet. Shareholders whose shares are held in trust by a bank or private broker must temporarily register their shares in their own names in the Shareholders Register to be able to attend the Annual General Meeting. Such registration must be completed not later than Friday, March 16, 2001. INTERPRETATION OF THE PROCEEDINGS INTO ENGLISH For the convenience of non-Swedish speaking shareholders, the proceedings of the Annual General Meeting will be simultaneously interpreted into English, if so requested in connection with notification of attendance of the Annual General Meeting. AGENDA AND PROPOSED DECISIONS 1. Opening of the Meeting 2. Election of a chairman to preside over the Meeting Nominating Committee Recommendation: Doctor Lars Ramqvist, Chairman of the Board 3. Address by Mr. Lars-Eric Petersson, President and CEO of Skandia 4. Election of a person to check and sign the minutes together with the Chairman 5. Verification of the voting list 6. Decision as to whether the Meeting has been properly called 7. Presentation of the Annual Report and the Consolidated Accounts for 2000 8. Presentation of the Audit Report and the Consolidated Audit Report for 2000 9. Approval of the Profit and Loss Account and Balance Sheet, and the Consolidated Profit and Loss Account and Consolidated Balance Sheet for 2000 10. Decision on appropriation of the Company's profit in accordance with the adopted Balance Sheet, and determination of the record date for payment of a dividend Board recommendation: Of the amount available for distribution by the Annual General Meeting, MSEK 9,967, the Board of Directors recommends that a dividend of SEK 0.60 per share be paid, totalling MSEK 614, and that MSEK 9,353 be carried forward. The record date shall be March 30, 2001. 11. Decision as to whether to discharge the Directors and the President from liability for their administration during the 2000 financial year Recommendation: The Company's auditors recommend that they be so discharged. 12. Decision on Directors' fees Nominating Committee Recommendation: · Chairman SEK 1,000,000, of which SEK 400,000 shall be used to purchase issued Skandia shares, at market price, as soon as practicable after the Annual General Meeting (unchanged) · Vice Chairman SEK 450,000, of which SEK 180,000 shall be used to purchase issued Skandia shares, at market price, as soon as practicable after the Annual General Meeting (unchanged) · Director SEK 300,000, of which SEK 120,000 shall be used to purchase issued Skandia shares, at market price, as soon as practicable after the Annual General Meeting (unchanged) The requirement concerning the purchase of Skandia shares shall not apply in respect of directors who have been appointed as policyholder representatives. No fees shall be paid to directors who are employees of the Skandia group. In addition, it is proposed that the Annual General Meeting appropriate SEK 500,000 (currently SEK 300,000) to be apportioned in accordance with the Board's decision, to directors in connection with their duties on Board committees. 13. Decision on the number of directors to be elected by the shareholders Nominating Committee Recommendation: Seven directors (currently six) 14. Election of directors (The term of office, which is two years according to the Articles of Association, expires for Mr. Bengt Braun and Mr. Lars-Eric Petersson.) Nominating Committee Recommendation: Re-election of · Mr. Lars-Eric Petersson, and New-election of · Doctor Oonagh McDonald, · Mr. Clas Reuterskiöld, · Doctor Günter Rexrodt all for the period through the 2003 Annual General Meeting. Oonagh McDonald, London, Ph.D., is a management consultant. Clas Reuterskiöld, is director of several Swedish listed companies. Günter Rexrodt, Berlin, D.Econ., is former Minister of Economics for Germany. Bengt Braun is leaving the Board after having served several terms. In addition, Johan Fr. Odfjell, whose term expires at the 2002 Annual General Meeting, is leaving his seat on the Board at the end of the 2001 Annual General Meeting, as he has been appointed Chairman of the Nordic property & casualty insurance company If. The Swedish Consumer Agency and the Stockholm Chamber of Commerce, which have the duty to appoint the policyholders' representatives on the Skandia Board, have - as previously - appointed Professor Boel Flodgren and Mr. Melker Schörling as the policyholders' representatives, with effect from the 2001 Annual General Meeting. 15. Decision on auditors' fees Nominating Committee Recommendation: Compensation as agreed when procuring the services. 16. Election of auditors Nominating Committee Recommendation: Re-election of Mr. Hans Karlsson, Authorized Public Accountant, KPMG, and Mr. Jan Birgerson, Authorized Public Accountant, Ernst & Young. 17. Election of Alternate Auditors Nominating Committee Recommendation: Re-election of Mr. Olof Cederberg, Authorized Public Accountant, Ernst & Young, and Mr. Caj Nackstad, Authorized Public Accountant, KPMG. 18. Election of members of the Nominating Committee for the 2002 Annual General Meeting (According to a decision by the 1995 Annual General Meeting, the Nominating Committee shall consist of six members: three representatives of the major shareholders, one representative of the minor shareholders, one representative of the policyholders of Skandia Life Insurance Company Ltd, currently Bengt Oldmark, to be appointed by the Stockholm Chamber of Commerce, and the Chairman of the Board.) The following recommendations have been submitted to the company: Re- election of Mr. Carl-Olof By, Mr. Tor Marthin, and Mr. Matti Kavetvuo as representatives of the major shareholders (nominated by Industrivärden, AMF Pension and the Pohjola group, respectively) and re-election of Mr. Per Löfqvist as representative of the minor shareholders (nominated by the Skandia Shareholders' Association). 19. Adjournment of the Annual General Meeting DIVIDEND The Board of Directors recommends that a dividend of SEK 0.60 per share be paid to the shareholders, and that the record date for payment of the dividend shall be March 30, 2001. If this recommendation is adopted, dividends are expected to be distributed from the Swedish Securities Register Centre on April 4, 2001. ANNUAL REPORT The 2000 Annual Report can be obtained from: Skandia, SE-103 50 Stockholm, Sweden, telephone Int. +46-8-788 10 00, fax Int. +46-8-788 28 38. SWEDISH-SPEAKING SHAREHOLDERS This summons to attend the Annual General Meeting of Skandia Insurance Company Ltd (publ), to be held on Tuesday, March 27, 2001, at 4.30 p.m. at the University of Stockholm, Aula Magna, Frescati, Stockholm, Sweden, can also be obtained in Swedish. Please contact Skandia, Corporate Law, "AGM", SE-103 50 Stockholm, Sweden, telephone Int. +46-8-788 32 62, fax Int. +46- 8-788 16 80. A welcome is extended to the shareholders to attend the Annual General Meeting. Stockholm, February 2001 The Board of Directors ------------------------------------------------------------ This information was brought to you by BIT http://www.bit.se The following files are available for download: http://www.bit.se/bitonline/2001/03/01/20010228BIT00750/bit0001.doc http://www.bit.se/bitonline/2001/03/01/20010228BIT00750/bit0001.pdf