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2016-05-10

Enea AB: Report from Enea AB's Annual General Meeting 2016

The annual general meeting of Enea AB (publ) (the "Company"), was held
on Tuesday 10 May 2016, 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 2015.

Dividend
The AGM resolved that no dividend will be paid. Instead, an automatic
program of redemption of shares to a value of SEK 4.20 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 2015. 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, Torbjörn
Nilsson and Åsa Sundberg were re-elected as members of the Board and
Gunilla Fransson 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 1,680,000 to be apportioned between
the members of the Board with SEK 450,000 to the Board Chairman and
SEK 210,000 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 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 2017. 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 2017, 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 4.20 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 247,915 through a cancellation of a total of
222,346 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.

This information is such that Enea AB (publ) is to publish in
accordance with the Swedish Securities Markets Act and/or the
Financial Instruments Trading Act. The information was submitted for
publication on May 10, 2016 at 18:10 CET.

For more information contact:

Anders Lidbeck, President & CEO
Phone: +46 8 507 140 00
E-mail: anders.lidbeck@enea.com

Sofie Dåversjö, Communications Manager
Phone: +46 8 50 71 50 05
E-mail: sofie.daversjo@enea.com

About Enea
Enea is a global supplier of network software platforms and world
class services, with a vision of helping customers develop amazing
functions in a connected society. We are committed to working
together with customers and leading hardware vendors as a key
contributor in the open source community, developing and hardening
optimal software solutions. Every day, more than three billion people
around the globe rely on our technologies in a wide range of
applications in multiple verticals - from Telecom and Automotive, to
Medical and Avionics. We have offices in Europe, North America and
Asia, and are listed on Nasdaq Stockholm. Discover more at
www.enea.com or contacts us via info@enea.com.

Enea®, Enea OSE®, Netbricks®, Polyhedra®, Zealcore®, Enea® Element,
Enea® Optima, Enea® LINX, Enea® Accelerator, Enea® dSPEED Platform
and COSNOS® are registered trademarks of Enea AB and its
subsidiaries. Enea OSE®ck, Enea OSE® Epsilon, Enea® Optima Log
Analyzer, Enea® Black Box Recorder, Polyhedra® Lite, Enea® System
Manager, Enea® ElementCenter NMS, Enea® On-device Management and
Embedded for LeadersTM are unregistered trademarks of Enea AB or its
subsidiaries. All rights reserved. © Enea AB 2016.

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http://news.cision.com/enea-ab/r/report-from-enea-ab-s-annual-general-me...
http://mb.cision.com/Main/1006/2006415/513926.pdf

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