Annual General Meeting of Hexagon AB

Annual General Meeting of Hexagon AB

At the Annual General Meeting of Hexagon AB (publ) today, the following was
resolved. 

Election of Board of Directors
The AGM re-elected the Directors Melker Schörling, Ola Rollén, Mario Fontana,
Ulf Henriksson and Gun Nilsson. Melker Schörling was re-elected Chairman of the
Board.

Remuneration to the Directors shall be in total 2 075 000 SEK (including
remuneration for committee work) to be allocated with 650 000 SEK to the
Chairman and 350 000 SEK to each of the other Directors elected by the AGM but
not employed by the company. The Chairman of the Remuneration Committee shall
receive 75 000 SEK and a member thereof 50 000 SEK, and the Chairman of the
Audit Committee 150 000 SEK and a member thereof 100 000 SEK. The auditor shall
be remunerated according to agreement.

Cash dividend
In accordance with the proposal of the Board of Directors, the AGM resolved to
declare a dividend of 0.50 SEK per share. Record day for the dividend was
determined to 11 May 2009. Dividend settlements will be handled by Euroclear
Sweden AB (the Swedish Securities Register Centre) and the estimated settlement
day will be 14 May 2009. 

Nomination-, Remuneration- and Audit Committee
Mikael Ekdahl (Melker Schörling AB), Anders Algotsson (AFA Försäkring), Fredrik
Nordström (AMF) and Carl Rosén (Andra AP Fonden) were re-elected and Jan
Andersson (Swedbank Robur fonder) was elected as new member of the Nomination
Committee in respect of the AGM 2010, whereby Mikael Ekdahl was appointed
Chairman of the Nomination Committee.

At the Statutory Board Meeting following the AGM, Melker Schörling was
re-elected and Gun Nilsson was elected as members of the Remuneration Committee
for the time period until the next Statutory Meeting. For the same term, Gun
Nilsson and Mario Fontana were re-elected members of the Audit Committee.

Guidelines for remuneration to senior executives 
The AGM resolved on the adoption of guidelines for remuneration to senior
executives principally entailing that the remuneration shall consist of a basic
salary, a variable remuneration, other benefits and pension and all in all be
competitive and in accordance with market practice. The variable remuneration
shall be maximized in relation to the basic salary, tied to such performance
that the relevant individual may influence and based on the outcome in relation
to individual targets. The Board shall annually consider whether a share- or
share price related incentive program shall be proposed to the Annual General
Meeting.

The notice period shall normally be six months on the part of the employee. In
case of notice of termination by the company, the notice period and the period
during which severance payment is paid shall, all in all, not exceed 24 months.
The pension rights shall be either benefit or fee-based, or a combination of
both, with an individual pension age, however, not lower than 60 years.

Issue in kind
The AGM resolved on an issue in kind, whereby the company's share capital shall
be increased by a maximum of 408 000 SEK by a new issue of not more than 204 000
B-shares. The reason for the issue in kind is that, in connection with Hexagon's
acquisition of Leica Geosystems Holdings AG ("Leica") in October 2005, there
were approximately 90 000 outstanding options which had been awarded employees
within the former Leica Group. Following a merger between Leica and its former
wholly-owned subsidiary Leica Geosystems AG, the options relate to shares in
latter company. At present there are approximately 13 600 outstanding options.

The right to subscribe for the new Hexagon-shares in the issue in kind is
granted to the option holders in Leica Geosystems AG or a bank engaged by Leica
Geosystems AG in order to secure an appropriate handling and transfer of
B-shares in Hexagon to the option holders. The option holders shall thereby make
a contribution in kind of one (1) share in Leica Geosystems AG for each fifteen
(15) B shares in Hexagon subscribed for and in addition be entitled to a cash
consideration of CHF 473.80 less a pre-determined subscription price according
to the option terms. Subscription and payment for the new shares shall take
place no later than 20 May 2009, or such later date as decided by the Board of
Directors. The new shares shall entitle to dividend resolved upon from the
financial year 2010, i.e. also in respect of the financial year 2009.

Transfer of the company's own shares
The AGM resolved on the transfer of the company's own shares of series B, in
order to, as a supplementary alternative to the issue in kind resolved by the
AGM, enable the provision of shares to the option holders in Leica Geosystems
AG.

The option holders in Leica Geosystems AG shall have the preferential right to
acquire the shares, with the entitlement for each and every one of them to
receive a cash consideration of CHF 473.80 and acquire a maximum of fifteen (15)
shares of series B per option held, meaning that a maximum of 204,000 shares of
series B may be transferred. The option holders shall be entitled to acquire
shares until 20 May 2009 at the latest. Payment shall be made not later than by
20 May 2009 through transfer of shares in Leica Geosystems AG issued on the
basis of outstanding options.

Authorisation of the Board to resolve on acquisition and transfer of the
company's shares
The AGM resolved to authorise the Board of Directors to, on one or several
occasions during the time period until the next annual general meeting, resolve
on the acquisition and transfer of the company's own shares. Acquisitions and
transfers may thereby be made of no more than such number of shares which from
time to time represent 10 per cent of the total number of shares in the company.
Acquisitions may be made on the NASDAQ OMX Stockholm at the stock-exchange
quotation applicable at the time of acquisition. Transfer may take place with
deviation from the shareholders' preferential rights to a third party in
connection with the acquisition of a company or business. Payment for shares
transferred shall be made by contribution in kind. Transfer in connection with
the acquisition of a company may take place at a market value appraised by the
Board of Directors. The purpose of the authorisation is to give the Board of
Directors the opportunity to adjust the company's capital structure and to
finance acquisitions by utilisation of the company's own shares. The
authorisation for repurchase also aims at making it possible for the company to
utilise repurchased own shares in order to cover the company's future
undertakings to deliver shares in accordance with the warrants programme
resolved upon by the Extraordinary General Meeting held on 14 December 2007.

Conditional amendment of the Articles of Association
The AGM approved the Board of Directors' proposal regarding amendment of the
Articles of Association in respect of notice of General Meetings of
shareholders, entailing that notices shall be published in The Official Swedish
Gazette (Sw. Post- och Inrikes Tidningar) as well as on the Company's website,
and an announcement with information that the notice has been issued shall be
published in Dagens Industri. The amendment is conditional upon that the
provisions of the Companies Act (Sw. Aktiebolagslagen) regarding notice of
General Meetings will be amended and also entails that the provision regarding
the time for publishing notices convening General Meetings is removed.


For further information please contact:
Mattias Stenberg, IR Manager, Hexagon AB, +46 8 601 26 27, ir@hexagon.se



Hexagon AB is a global measurement technologies company with strong market
positions. Hexagon's mission is to develop and market leading technologies and
services to measure in one, two or three dimensions, to position and update
objects and to time processes. The group has about 8 000 employees in 35
countries and net sales of about 13 000 MSEK. Read more at www.hexagon.se.