NCC AB’s Annual General Meeting on April 4, 2012


NCC AB’s Annual General Meeting on April 4, 2012

The Annual General Meeting of NCC AB shareholders will be held on April 4, 2012
at Grand Hôtel, Vinterträdgården in Stockholm. The meeting will start at 4:30
p.m. and registration will commence at 3:30 p.m

The Board of Directors proposes that the Annual General Meeting (AGM) approve a
dividend of SEK 10.00 (10.00) per share for the 2011 fiscal year. The Board
proposes Wednesday, April 11, 2012 as the record date for dividends. If the AGM
adopts the motion, it is estimated that Euroclear Sweden AB will distribute
dividend payments on Monday, April 16.

The Nomination Committee proposes that the Board of Directors be expanded to
seven elected members through reelection of Antonia Ax:son Johnson, Tomas
Billing, Ulf Holmlund, Ulla Litzén and Christoph Vitzthum and the new election
of Olof Johansson and Sven-Olof Johansson. Marcus Storch has declined reelection
following 14 years on the NCC Board. Tomas Billing is proposed as Chairman of
the Board.

It is proposed that director fees be paid in a total amount of SEK 3,300,000,
distributed so that the Chairman of the Board receives SEK 750,000 and each
other member receives SEK 425,000.

It is proposed that the registered auditing firm PricewaterhouseCoopers AB, with
Håkan Malmström as auditor-in-charge, be reelected as auditor of the company.
The auditing firm is to be elected until the close of the 2013 AGM.

The Board of Directors proposes that, in all significant respects, the
guidelines for determining salaries and other remuneration payable to Group
Management as adopted at the 2011 AGM are to continue to be applied, subject to
the following adjustment. A long-term performance-based incentive program (“LTI
2012”), which will ensure an additional focus on profitability and work
environment, is proposed for senior executives and key personnel. If LTI 2012 is
adopted by the AGM, the maximum short-term variable remuneration payable to the
participants will be reduced.

To secure delivery of Series B shares in accordance with LTI 2012, it is
proposed that the Board be authorized by the AGM to make decisions on one or
several occasions during the period up to the following AGM to buy back no more
than 867,486 Series B shares, and that the AGM resolve that the transfer of not
more than 303,620 Series B shares to the participants of LTI 2012 be
permissible.

The Board of Directors proposes that the Articles of Association be amended so
that the terms “shipping” and “department store operations” be removed from the
company’s business description.

Shareholders representing more than 50 percent of the total voting rights in NCC
AB propose the following Nomination Committee: reelection of Viveca Ax:son
Johnson and Thomas Eriksson, President of Swedbank Robur Fonder AB, and new
election of Johan Ståhl, asset manager, Lannebo Fonder. Viveca Ax:son Johnson is
proposed as chairman of the Nomination Committee

The complete notification is available in the enclosed pdf document or on
http://www.ncc.se/AGM 2012 (http://www.ncc.se/AGM2011)

Johan Bergman, Investor Relations Manager, +46 (0)8-585 523 53, +46 (0)70-354 80
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