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Expert Corporate Governance Service (ECGS)
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Ericsson - AGM 31 March 2020

In general, Ericsson is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting.

Under ITEM 10 the nomination committee proposes to increase the remuneration of the board of directors by around 3%. Although the proposed fees are conform to market practice for an international company with the size and complexity of Ericsson, ECGS does NOT approve of the partial payment in synthetic shares. Accordingly, ECGS recommends to vote OPPOSE.

Under ITEMS 11.1-11.10, the nomination committee proposes the (re-)election of the board of directors.

In view of concerns over aggregate time commitments ECGS recommends to vote OPPOSE to the (re-)election of: Mr. Jan Carlson (ITEM 11.2) and Mr. Ronnie Leten (ITEM 11.7).

Under ITEM 12 the nomination committee proposes to re-appoint Mr. Ronnie Leten as Chairman of the board of directors. ECGS has various concerns over his re-appointment and therefore recommends to vote OPPOSE.

Under ITEM 16 the board of directors seeks approval of the Company's remuneration guidelines. As the proposed remuneration structure is NOT in line with its guidelines, ECGS recommends to vote OPPOSE.

Under ITEM 17.1 the board of directors seeks approval of a LT incentive plan. ECGS notes that the maximum award under the plan is capped at 360% of annual base salary, which exceeds its guidelines. Accordingly, ECGS recommends to vote OPPOSE.

ITEMS 17.2-17.3 are considered to be enabling resolutions of the LTIP under ITEM 17 above. Hence, ECGS recommends to vote OPPOSE.

Finally, ITEMS 21-24 are proposals made by shareholders. ECGS recommends to vote FOR ITEMS 20.1, 20.2, 21.1 and 23, but does not support ITEMS 21.2 and 22.

Underlying
Telefonaktiebolaget LM Ericsson Class B

Ericsson provides communications technology and services. Co.'s services, software and infrastructure – especially in mobility, broadband and the cloud – enable the telecom industry and other sectors to do business, increase efficiency, improve the user experience and capture new opportunities. Co. has more than 110,000 professionals and customers in more than 180 countries. Co. provides support for networks with more than 2.5 billion subscribers. Co.'s core business areas are called Radio, Core and Transmission and Telecom Services. Co. divides its operations into three business segments: Networks, Global Services and Support Solutions.

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