Annual General Meeting in Acando


Annual General Meeting in Acando

The following items were resolved at the Annual General Meeting of Shareholders
of Acando AB (publ) held on April 27:

Adoption and discharge from liability for the members of the Board of Directors
and the Chief Executive Officer 
The Annual General Meeting (AGM) resolved the adoption of the Income Statement
and Balance Sheet and the Consolidated Income Statement and Consolidated Balance
Sheet. The AGM also resolved the appropriation of the Company's profits
according to the adopted Balance Sheet. The AGM discharged the members of the
Board of Directors and the Chief Executive Officer from liability. 

Election of the Board 
The AGM resolved that there will be 6 Board Members elected by the AGM, without
any deputies. The General Meeting also resolved that the remuneration of
external Board Members be set at SEK 1,650,000 of which the Chairman shall
receive SEK 500,000 and the other Members shall each receive SEK 200,000. The
Board shall also dispose of SEK 150,000 to be divided equally among committee
members. 
The AGM also resolved that the remuneration of the Auditors be in accordance
with their agreed invoice.

The AGM resolved to re-elect Ulf J Johansson, Birgitta Klasén, Anders Skarin and
Alf Svedulf as ordinary board members, and to elect Magnus Groth and Åsa Landén
Ericsson as ordinary board members. 
The AGM also resolved to appoint Ulf J Johansson as Chairman of the Board.

Proposed disposition of profits 
The AGM resolved that a dividend of SEK 0.50 per share will be paid, and that
the Record Day for the dividend shall be April 30 2009. It is expected that
disbursement via Euroclear Sweden AB/VPC can take place on May 6 2009.

Determination of policy for the election of members of the Nominating Committee 
The AGM resolved that the Nominating Committee will be composed of the Chairman
of the Board and at least two representatives of the largest shareholders.

Authorisation of a new share issue 
The AGM resolved to authorise the Board to decide on a new issue of class B
shares to the degree that such issue may take place without the Articles of
Association being amended. Furthermore, the board's utilisation of such
authorisation may not imply that the total increase in share capital exceed 10
percent of the registered share capital at the point in time the board should
utilise the authorisation for the first time. Shares shall be able to be issued
with the condition that new shares may be paid with capital contributed in kind
or in general pursuant to the provisions of Chapter 13, Section 5, Paragraph 6
of the Swedish Companies Act, or that shares may be subscribed to with right of
set-off. The issue shall be able to be made with waiver of shareholders'
preferential right. 
The authorisation may be utilised upon one or several occasions up until the
next AGM. The issue price shall correspond to the share's appraised market
value.
The reason for shareholders' preferential rights being able to be waived is to
enable the Company to issue shares in conjunction with the acquisition of
companies or business activities.

Resolution to authorise the Board to repurchase and transfer the Company's own
shares
The AGM resolved to authorise the Board, up until the next AGM, on several
occasions, to acquire and transfer the Company's own shares with waiver of
shareholders' preferential rights. Acquisitions may only be made via NASDAQ OMX
Nordic at the prevailing quoted price.
The reason for the proposal and waiver of shareholders' preferential rights is
to provide the board with the opportunity to adapt the Company's capital
structure to its capital requirements and thereby increase the shareholder
value, as well as to create the possibility for the Company to utilise totally
or partially repurchased shares as payment upon the acquisition of companies or
business activities. Acando will accordingly not carry out trading with its own
shares. It is noted that the Board only in extraordinary cases may use its
authorisation to transfer purchased shares via NASDAQ OMX Nordic.

Resolution on the guidelines for the remuneration of senior executives
The AGM resolved to adopt the following guidelines for the remuneration of
senior executives (the managing director and members of Group management):
The Company shall offer competitive and market-adapted conditions that enable
the Company to recruit and retain proficient senior executives. Remuneration
shall comprise a salary, long-term incentive programs and pension provisions.
The salary shall contain fixed and variable components. The ambition is that the
fixed salary plus 40 percent of the maximum possible variable salary shall
constitute a total salary that is in line with the market when the Group's
quantitative financial and operational goals, established by the board, are
achieved.

Share Savings Program 2009
The AGM resolved on the share saving program 2009 (”the Program”) for senior
executives and other key employees within the Acando Group. The implementation
of the Program is part of the orientation policy adopted by the AGM in 2006
regarding an annual reoccurring incentive program. The Program has a similar
structure to the share savings program adopted by the Extraordinary General
Meeting of Shareholders held on August 15 2007 and the AGM held in 2008.

Resolution on amendments to the Articles of Association
The AGM resolved on amendments to the Company's Articles of Association.

Further information is available from:
Bengt Lejdström, CFO and Actng CEO, Acando, +46 8 699 7314
Ulf J Johansson, Chairman of the Board, Acando, +46 8 699 7000. 

Acando
Acando is a consultancy company that in partnership with its clients identifies
and implements business improvements through information enabled by technology.
Acando provides a balance of high business value, short project times and low
total cost. Acando's annual turnover exceeds EUR 150 million and the Group
employs more than 1,100 professionals in six European countries. Acando is
listed at NASDAQ OMX Nordic. Acando's corporate culture is based on three core
values: Team spirit, Passion and Results. www.acando.com 

Attachments

04272280.pdf