2012

Assembly

For preparatory work for the election of directors, etc, ahead of the 2012 AGM, the following nominating committee has been appointed: Bo Damberg (Jan Wallanders och Tom Hedelius Stiftelse and others), Ulf Lundahl (L E Lundbergföretagen), Sverker Martin-Löf (Chairman of the Board of Industrivärden), Anders Nyberg (SCA Pension Foundations and others), and Håkan Sandberg (Handelsbanken Pension Foundation and Handelsbanken Pension Fund). The members of the Nominating Committee have been appointed by shareholders who together represent approximately two third of the total number of votes.

Industrivärden’s Annual General Meeting was held on May 4, 2012, in Stockholm.

The proposal and report on the Nominating Committee’s work ahead of the 2012 AGM

Proposal for Board of Directors 2012

The Nominating Committee proposes the following persons for election as Directors on Industrivärdens's Board at Industrivärden's 2012 Annual General Meeting.

The Nominating Committee proposes that Sverker Martin-Löf be elected as Chairman of the Board at the 2012 Annual General Meeting.

Sverker Martin-Löf
M.Sc. Eng., Tech. lic., Honorary Ph.D.
Born 1943.

Chairman of the Board since 2010
Vice Chairman of the Board 2002-2010
Director 1996
Chairman of SCA, Skanska and SSAB
Vice Chairman of Ericsson
Director of Svenska Handelsbanken

Background:
Operative within SCA;
1990-2002 President and CEO
1988-1990 CEO
1986-1988 Executive Vice President
1977-1983 Division Manager
1983-1986 Sunds Defibrator, President and CEO

Shareholding: 14,000

Christian Caspar
MBA.
Born 1951.

Director since 2011
Director of Stena and Bonnier

Background:
2008-2011 McKinsey, Chairman Family Advisory Practice
1998-2006 McKinsey, Chairman Corporate Finance & Strategy Practice
1991-2001 McKinsey, Director Shareholders Committee
1994-2000 McKinsey, Chairman Directors Committee
1989-1994 McKinsey, Chairman Client Impact Committee
1986-1996 Managing Director McKinsey Scandinavia
1980-1986 Managing Director McKinsey Sweden

Shareholding: -

Boel Flodgren
LL.D. Honorary Doctor of Economics. Professor.
Born 1942.

Director since 2002
Director of Brinova Fastigheter

Background:
2010- Senior Professor of commercial law
1992-2002 President of Lund University
1987-2010 Professor of commercial law
1984-1987 Adjunct professor of commercial law
1982-1984 Adjunct professor of civil law
1979-1982 Associate professor
1976-1978 University lecturer/doctoral candidate
1970-1976 Court clerk, fiscal/doctoral candidate

Shareholding: 1,900

Stuart Graham
MBA, Honorary Doctor of Engineering.
Born 1946.

Director since 2011
Director of Skanska, PPL Corporation and Harsco Corporation

Background:
2002–2008 Skanska, President and CEO
1998–2002 Skanska, Vice President
1996–1998 Skanska USA, President
1995–1996 Skanska USA Civil, President
1990–1995 Sordoni Skanska, President
1970–1990 Sordoni Construction Company, management positions

Shareholding: 2,000

Hans Larsson
B.A.
Born 1942.

Director since 2010
Chairman of Svenska Handelsbanken, Attendo and Valedo Partners Fund 1
Director of Holmen

Background:
1992-1999 Nordstjernan, President and CEO
1989-1991 Esselte, President and CEO
1985-1989 Swedish Match, President and CEO

Shareholding: -

Fredrik Lundberg
M.Sc. Eng., MBA, Honorary Doctor of Economics, Honorary Doctor of Engineering.
Born 1951.

Director since 2004
President and CEO of L E Lundbergföretagen.
Chairman of Holmen and Hufvudstaden
Vice Chairman of Svenska Handelsbanken.
Director of L E Lundbergföretagen, Sandvik and Skanska.

Background:
Active in L E Lundbergföretagen since 1977, President and CEO since 1981

Shareholding: 5,260,000; related entities 50,000,000

Anders Nyrén
MBA, U.S. MBA.
Born 1954

President and Chief Executive Officer of Industrivärden
Director since 2001
Chairman of Sandvik
Vice Chairman of Svenska Handelsbanken
Director of Ericsson, SCA, SSAB, Volvo, Ernströmgruppen, the Stockholm School
of Economics, and the Stockholm School of Economics Association

Background:
1997-2001 Skanska, Executive Vice President and CFO
1996-1997 Nordbanken, Director with executive responsibility for Markets and Corporate Finance
1992-1996 Securum, Executive Vice President and CFO
1987-1992 OM International AB, President and CEO
1986-1987 STC Venture AB, President
1984-1987 STC, Executive Vice President and CFO
1983-1984 STC, Controller
1979-1982 AB Wilhelm Becker, executive

Shareholding: 61,550 and call options: 125,000

Independence conditions:
Only Industrivärden's CEO, Anders Nyrén, is considered to be non-independent in relation to the Company. All of the other proposed directors are independent in relation to the Company and its Executive Management. Of these, Christian Caspar, Boel Flodgren, Stuart Graham and Sverker Martin-Löf are independent in relation to the major shareholder.