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Annual General Meeting 2014

The Annual General Meeting (“the Meeting”) of shareholders in CDON Group AB (publ.) (“CDON Group” or “the Group”) held in Stockholm on the 13th of May 2014, voted to support all resolutions that the Board of Directors and the Nomination Committee had proposed to the Meeting.

The Meeting adopted the income statement, the balance sheet, the consolidated income statement and the consolidated balance sheet.

The Meeting approved that the retained profits, the share premium reserve and the profit for the year, corresponding to a total of SEK 514,047,450.18 to be carried forward.

The Meeting discharged the Board and the CEO from liability for the financial year 2013.

The Meeting re-elected Mia Brunell Livfors, Mengmeng Du, Lars-Johan Jarnheimer, Lars Nilsson, David Kelly and Patrick Andersen as directors of the Board and elected Lorenzo Grabau and Daniel Mytnik as new directors of the Board. Further Lars-Johan Jarnheimer were re-elected as Chairman of the Board.

The Meeting approved remuneration for the Board and auditor and procedures for the Nomination Committee.

The Meeting approved the guidelines for remuneration for senior executives as well as the principles and scope for CDON Group’s long-term incentive programme for 2014, including authorisations for the Board to resolve on a new issue of not more than 475,000 Class C shares and re-purchase all Class C shares in the company.

The Meeting approved new Articles of Association including e.g. that the registered office of the company is moved to Stockholm.

At a statutory meeting of the Board of Directors following the Meeting, the Audit and Remuneration Committees were appointed. Mia Brunell Livfors (new member) was appointed Chairman of the Audit Committee, while Lars Nilsson, David Kelly and Daniel Mytnik (new member) were appointed as Audit Committee members. Lorenzo Grabau (new member) was appointed Chairman of the Remuneration Committee, while Lars-Johan Jarnheimer and Daniel Mytnik (new member) were appointed as Remuneration Committee members.

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