Annual General Meeting of SWECO AB on 10 April 2008


Annual General Meeting of SWECO AB on 10 April 2008

The Annual General Meeting of SWECO AB on 10 April 2008 passed resolutions
according to the following.

Board of Directors

The AGM resolved, in accordance with the proposal of the Nominating Committee,
that the Board of Directors shall consist of seven regular members with no
deputies. Eric Douglas, Birgit Erngren Wohlin, Aina Nilsson Ström, Mats Wäppling
and Olle Nordström were re-elected, while Gunnel Duveblad and Øystein Løseth
were elected as new members. Olle Nordström was appointed as Board Chairman. 

Nominating Committee

The AGM resolved on instructions for the Nominating Committee ahead of the 2009
AGM. Among other things, these instructions state that the Board Chairman shall
convene a Nominating Committee consisting of one representative for each of
largest shareholders in the Company, at least three and at most four, together
with the Chairman provided that he/she is not a member in the capacity of
shareholder representative. The names of the members, together with the names of
the shareholders they represent, shall be made public not later than six months
before the 2009 AGM and shall be based on the known number of votes immediately
prior to announcement.

Dividend

The AGM resolved, in accordance with the proposal of the Board of Directors and
the President, that the shareholders shall receive a dividend of SEK 2.00 per
share. The record date is 15 April 2008 and payment is expected to be made on 18
April 2008.

2008 Share Bonus Programme

The AGM resolved, in accordance with the Board's proposal, on the implementation
of a share bonus programme consisting of a maximum of 1,750,000 shares. This
decision included resolutions regarding implementation of the 2008 Share Bonus
Programme, the issue of class C shares, authorisation for the Board to
repurchase the issued class C shares, and the transfer of treasury shares for
the fulfilment of obligations under the 2008 Share Bonus Programme. The share
bonus programme shall cover the majority of the Group's employees in Sweden,
Denmark, Norway and Finland. The issue of class C shares is part of the
implementation of the 2008 Share Bonus Programme and will consist of 1,400,000
class C shares at a subscription price of SEK 1 each, equal to the share's quota
value. Added to this are a maximum of 350,000 previously issued shares that were
not utilised in the 2007 Share Bonus Programme. The shares will be issued for
subscription by HQ Bankaktiebolag.

Repurchase of treasury shares

The AGM authorised the Board, during the period before the next annual AGM, to
decide on the repurchase of SWECO shares essentially according to the following
conditions. The number of repurchased class A and/or B shares may not exceed 5
per cent of all issued shares in the Company at any given time. The repurchase
shall be carried out on the OMX Nordic Exchange Stockholm within the registered
share price interval at any given time. The aim of the proposed repurchase
authorisation is to give the Board greater freedom action in working to optimise
the Company's capital structure. The repurchase will also create opportunities
for the Company to use SWECO shares as consideration in connection with future
acquisitions.

Resale of SWECO shares 

The AGM also authorised the Board, during the period before the next AGM, to
decide on the resale of SWECO shares essentially according to the following
conditions. The right to resell shares shall apply to all SWECO class A and/or B
shares held by the Company at the time of the Board's decision. Such resale of
shares, with exclusion of the shareholders' pre-emptive rights, may take place
in connection with acquisitions. Consideration for the resold shares shall
correspond to an appraised market value and shall be payable in cash, in the
form of capital contributed in kind or through set-off of claims against the
Company or otherwise according to specific conditions. The reason for exclusion
of the shareholders' pre-emptive rights in connection with the resale of shares
is to finance future acquisitions in a cost-effective manner. The resale of
shares may also take place on the OMX Nordic Exchange Stockholm within the
registered share price interval at any given time. The aim of the proposed
authorisation for the resale of shares on the OMX Nordic Exchange Stockholm is
to give the Board greater freedom action in working to optimise the Company's
capital structure. The resale of shares on the OMX Nordic Exchange Stockholm can
be effected with greater speed, flexibility and cost-efficiency than a resale to
all shareholders.

Warrant programme

The AGM resolved, in accordance with the proposal of the Board, on the issuance
of a subscription warrants riktat to around 50 key employees in the SWECO Group,
who will be offered the opportunity to acquire a maximum total of 1,700,000
warrants on market-based terms . The warrants are exercisable for subscription
to shares during the period from 20 May 2011 to 30 November 2011. 

Statutory meeting

The statutory Board meeting following the AGM elected Eric Douglas as Deputy
Chairman. The Board also decided to re-elect Eric Douglas and Olle Nordström and
elect Aina Nilsson Ström as members of the Remuneration Committee. Furthermore,
the Board chose to set up an Audit Committee consisting of all Board members
aside from the President Mats Wäppling. Gunnel Duveblad was appointed as
chairman of the Audit Committee. 

With the authorisation of the AGM, the Board decided to repurchase a total of
not more than 5 per cent of all issued shares in the Company, including those
already held in treasury. The repurchase will be carried out on the OMX Nordic
Exchange Stockholm within the registered share price interval at any given time.
The repurchase will take place during the period from 10 April 2008 until the
next AGM. The aim of the repurchase is to optimise the Company's capital
structure and use the shares in connection with acquisitions.

SWECO AB currently holds 804,306 class B treasury shares. Furthermore, SWECO AB
holds 175,413 class B shares and 150,000 class C shares that will be converted
to B shares and used within the framework of SWECO' share bonus programme. 


For further information please contact:
Mats Wäppling, President and CEO of SWECO, +46 8-695 66 07,
mats.wappling@sweco.se 
Bo Jansson, Chief Financial Director and Executive Vice President of SWECO, +46
8-695 66 06, bo.jansson@sweco.se

SWECO is the Nordic region's leading provider of consulting services with
combined expertise in engineering, environmental technology and architecture.
SWECO has around 5,300 employees in ten countries and recorded annual sales of
around SEK 4.6 billion in 2007. The company has projects currently underway in
some 80 countries worldwide. The SWECO share is quoted on the Stockholm Stock
Exchange. SWECO is a member of OMX Nordic Exchange in Stockholm.

The information contained herein is subject to the disclosure requirements in
the Swedish Securities Exchange and Clearing Operations Act and/or the Financial
Instruments Trading Act. The information was submitted by SWECO for publication
at  [klockslag]p.m. on 10 April 2008.

Attachments

04102169.pdf