The Nomination Committee’s proposal for the Board of Directors of Transcom WorldWide AB (publ) and the motivated opinion

Background

In accordance with the resolution of the 2014 Annual General Meeting regarding
the procedure for the Nomination Committee, a Nomination Committee was convened
in October 2014 by Cristina Stenbeck (being a representative of the company’s
largest shareholder at that time, Investment AB Kinnevik) to prepare the
proposals for Transcom’s 2015 Annual General Meeting.

The Nomination Committee for the 2015 Annual General Meeting initially comprised
Cristina Stenbeck, appointed by Investment AB Kinnevik; Daniel Nyhren, appointed
by Creades AB; and Arne Lööw, appointed by The Fourth Swedish National Pension
Fund (AP4). After Altor Fund IV’s acquisition of shares in Transcom in March
2015, Jesper Eliasson was appointed member of the Committee by Altor Fund IV,
after which the Nomination Committee elected Jesper Eliasson as its Chairman.
The four members of the Nomination Committee have been appointed by shareholders
that jointly represent more than 45 percent of the total votes in Transcom.

The Nomination Committee’s proposal regarding the Board of Transcom:

The Nomination Committee proposes:

  · That the Board shall consist of seven directors of the Board without
alternate directors.
  · The re-election of the following directors of the Board:

          Henning Boysen          Mia Brunell Livfors

          Alexander Izosimov     Mikael Larsson

  · The election of Klas Johansson, Fredrik Cappelen and Per Frankling as new
directors of the Board. Roel Louwhoff, John C. Freker Jr. and Stefan Charette
have declined re-election.
  · The re-election of Henning Boysen as Chairman of the Board of Directors.

Motivated opinion

The Nomination Committee has held five meetings, either in person or by
telephone, with Jesper Eliasson participating in the two meetings held after
Altor Fund IV’s acquisition of shares in Transcom. The Nomination Committee has
furthermore had customary additional contact between the meetings and there has
also been additional contacts and consultation with the Chairman of the Board
and other board members. In order to assess the degree to which the current
Board fulfils the requirements placed on the Board, given Transcom’s situation
and future direction, the Nomination Committee’s discussions have focused on the
Board’s overall composition with respect to experience and expertise. The
Nomination Committee has concluded that the existing Board is well-balanced as
it represents continuity and collectively possesses financial and operational
expertise that will benefit the Board’s continued agenda for Transcom. That said
the Nomination Committee believes that the nomination of Klas Johansson, Fredrik
Cappelen and Per Frankling will further strengthen the Board’s public company
experience, expertise and know-how within Transcom’s key focus areas, as well as
the shareholder representation on Board level.

Klas Johansson is a Partner at Altor, a board member of CTEK and Ewos and
chairman of Gelato Group. Previously, Klas was an employee of McKinsey & Company
and deputy board member of Lindorff. Mr. Johansson holds a MSc from the
Stockholm School of Economics.

Fredrik Cappelen’s current assignments include being the chairman of the board
of directors of Dustin Group AB, Byggmax Group AB (up until AGM May 2015),
Domitec AB and Terveystalo Oy. He also serves as the vice chairman of the board
of directors of Munksjö Oy and as a board member of Securitas AB. Fredrik
Cappelen’s previous experience extend to having been the chairman of the board
of directors of Svedbergs i Dalstorp AB, Sanitec Oy, Granngården AB, Munksjö AB,
Munksjö Holding AB, GG Holding AB, Carnegie Holding AB and Carnegie Investment
Bank AB as well as having been a board member in Cramo Oy and WPO Service AB.
Mr. Cappelen holds a MSc in Economics from Uppsala University.

Per Frankling is CEO of Creades and the chairman of the board of directors of
Inet. Per Frankling was previously an Investment Director at Ratos AB as well as
a management consultant with McKinsey & Co and Arkwright. Per Frankling’s
previous experience extend to being a board member of among others Inwido,
Lindab, Tornet, Stofa, Nordic Cinema Group, Nebula and Jøtul. Per Frankling
holds a MSc from the Stockholm School of Economics and a MSc in electrical
engineering from the Royal Institute of Technology in Stockholm.

The Nomination Committee is of the opinion that the proposed composition of the
Board reflects both strong individual credentials and suitable qualifications
and experience within key areas for Transcom. The Board collectively represents
an established track record working within the customer relationship management
sector and customer service-oriented businesses. In its work, the Nomination
Committee also considers and discusses the matter of diversity on the Board,
including gender, age, geographical origin, and professional and educational
background. In the view of the Nomination Committee, the composition of the
proposed Board is for the time being fit-for-purpose in the respect of diversity
of nationalities, professional backgrounds and business disciplines. The
Nomination Committee continues to give particular consideration to, and strive
for, greater diversity and gender equality over time.

Finally, it should be noted that the Nomination Committee has evaluated each
Board member’s independence in its work preparing these proposals, and it has
found that the proposed Board is compliant with the Swedish Corporate Governance
Code.

Information about the proposed members of the Board

Klas Johansson

Born: 1976

Nationality: Swedish

Independence: Independent in relation to the company and its management, not
independent in relation to the company's major shareholders.

Direct or related person ownership in Transcom: 0

Klas Johansson is a Partner at Altor, a board member of CTEK and Ewos and
chairman of Gelato Group. Previously, Klas was an employee of McKinsey & Company
and deputy board member of Lindorff.

Mr. Johansson holds a MSc from the Stockholm School of Economics.

Fredrik Cappelen

Born: 1957

Nationality: Swedish

Independence: Independent in relation to both the company, its management and in
relation to the company's major shareholders.

Direct or related person ownership in Transcom: 0

Fredrik Cappelen’s current assignments include being the chairman of the board
of directors of Dustin Group AB, Byggmax Group AB (until AGM May 2015), Domitec
AB, Terveystalo Oy, vice chairman of the board of directors Munksjö Oy and a
board member of Securitas AB.

Previously the chairman of the board of directors of Svedbergs i Dalstorp AB,
Sanitec Oy, Granngården AB, Munksjö AB, Munksjö Holding AB, GG Holding AB,
Carnegie Holding AB and Carnegie Investment Bank AB as well as board member in
Cramo Oy and WPO Service AB.

Mr. Cappelen holds a MSc in Economics from Uppsala University.

Per Frankling

Born: 1971

Nationality: Swedish

Independence: Independent in relation to the company and its management, not
independent in relation to the company's major shareholders.

Direct or related person ownership in Transcom: 0.

Per Frankling is CEO of Creades. Mr Frankling is Chairman of the board of Inet.

Formerly an Investment Director of Ratos AB and management consultant with
McKinsey & Co and  Arkwright. Previously a board member of i.a. Inwido, Lindab,
Tornet, Stofa, Nordic Cinema Group, Nebula and Jøtul.

Mr Frankling holds a MSc from the Stockholm School of Economics and a MSc in
electrical engineering from the Royal Institute of Technology in Stockholm.

Henning Boysen

Born: 1946

Nationality: Danish

Independence: Independent in relation to the company and its management, and
independent in relation to the company's major shareholders.

Direct or related person ownership in Transcom: 32,000

Henning Boysen is Chairman of Kuoni, one of Europe’s leading leisure travel
companies, a position he has held since 2006, board member since 2003. Chairman
of Global Blue SA, 2008–2012. Mr Boysen was formerly President and CEO of Gate
Gourmet from 1996 to 2004. Between 1988 and 1992 he was COO and Deputy President
of Saudia Catering in Saudi Arabia.

Mr Boysen has a Masters in Economics from Aarhus University, Denmark.

Mia Brunell Livfors

Born: 1965

Nationality: Swedish

Independence: Independent in relation to the company and its management, and
independent in relation to the company's major shareholders.

Direct or related person ownership in Transcom: 5,976

Mia Brunell Livfors served as President and CEO of Investment AB Kinnevik
between August 2006 and April 2014. She held several managerial positions within
Modern Times Group MTG AB from 1992 to 2001, and served as the company’s Chief
Financial Officer between 2001 and 2006.

Mia Brunell Livfors has studied economics and business administration at
Stockholm University.

Alexander Izosimov

Born: 1964

Nationality: Russian

Independence: Independent in relation to the company and its management, and
independent in relation to the company's major shareholders.

Direct or related person ownership in Transcom: 140,000

Alexander Izosimov served as Chief Executive Officer of VimpelCom Group and,
latterly, the enlarged VimpelCom Ltd, from 2003 to 2011. Several senior
management positions at Mars, Inc. over a period of seven years, including as a
member of the Global Executive Management Board and as Regional President for
Russia, the CIS, Eastern Europe and the Nordics. Consultant for McKinsey & Co in
Stockholm and London for five years. Mr Izosimov is on the Executive Board of
international Chamber of Commerce, and is a member of the Board of the GSMA (the
governing body for the global mobile telecommunications industry), as well a
member of the Russian Prime Minister’s Council for Competitiveness and
Entrepreneurship.

Mr Izosimov has a Master’s degree in Science from Moscow Aviation Institute and
an MBA from INSEAD.

Mikael Larsson

Born: 1968

Nationality: Swedish

Independence: Independent in relation to the company and its management, and
independent in relation to the company's major shareholders.

Direct or related person ownership in Transcom: 12,540

Appointed Chief Financial Officer of Com Hem (will join Com Hem on May 1, 2015).
Chief Financial Officer of Investment AB Kinnevik 2001– February 2015. Prior to
joining Kinnevik, Mr. Larsson worked six years with audit and transaction
advisory services at Arthur Andersen in Stockholm and held a position as Group
Controller at Thomas Cook Northern Europe.

Mr Larsson is a graduate in Business Administration from Uppsala University.

_________________________________
April 2015
TRANSCOM WORLDWIDE AB (PUBL)
THE NOMINATION COMMITTEE

---------------------

Transcom WorldWide AB (publ) discloses the information provided herein pursuant
to the Securities Market Act and/or the Financial Instruments Trading Act. The
information was submitted for publication on April 20, 2015 at 17:30 AM CET.