In general, Tele2 is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting.

Under ITEM 9 the board of directors proposes to increase the dividend per share from SEK 4.40 to SEK 5.50 (+25%). Although the proposed dividend is covered by EPS and CF as well as in accordance with the Tele2's dividend policy, ECGS has had concerns over the Company's allocation of income in the recent past. In this respect, ECGS notes that (proposed) dividends have NOT been covered by EPS and/or FCF for 5 of the past 7 years. In addition, Tele 2 has a substantial amount of net debt of SEK 30.8 billion and corresponding high net debt to EBITDA (from continuing operations) ratio of 3.1x. As such Tele 2 is not in line with ECGS' vision of a long-term responsible investor as set out in its ECGS partnership's 2020 commitment campaign on responsible distribution. In view of the recent events relating to Covid-19, ECGS furthermore is in favour of postponing decisions on the dividend, reductions or suspensions that would allow companies to avoid liquidity risks or not generate risk for their survival. As it sees no rationale for the substantially increased dividend proposal, ECGS recommends to vote OPPOSE.

Under ITEMS 13a-13g, the (re-)election of the board of directors is proposed.

In view of insufficient independent representation on the board as well as concerns over aggregate time commitments, ECGS recommends to vote OPPOSE to the (re-)election of: Mr. Anders Björkman (ITEM 13b), Mr. Georgi Ganev (ITEM 13c), Ms. Cynthia Gordon (ITEM 13d), and Mr. Lars-Åke Norling (ITEM 13f).

Under ITEM 15 the nomination committee proposes to re-appoint Deloitte as the Company's statutory auditor. In light of the current term in office of the auditor, ECGS recommends to vote OPPOSE

Under ITEM 16 the board of directors seeks approval of the Company's remuneration guidelines. Although ECGS has no (major) concerns over the proposed remuneration guidelines as such it neither approves of the Incentive Award to the CEO nor of the Retention Incentive plan in connection with the merger between Tele2 and Com Hem Holding AB. In ECGS'view there is no rationale for such supplementary plans in addition to already existing STI and LTI arrangements and wonders why these integration targets cannot be part of the ordinary STI and/or LTI. In view of the above concerns, ECGS recommends to vote OPPOSE.

Under ITEM 18 authorisation is sought to repurchase own shares. Although the authority requested would meet its guidelines, ECGS considers that it is currently not the right moment to proceed to a new share buyback programme in view of the recent events relating to Covid-19. Accordingly, ECGS recommends to vote OPPOSE.

Finally, ITEMS 20-21, are proposals made by shareholders. ECGS recommends to vote FOR ITEMS 20a, 21a, 21b and 21d, but does not support the other proposals.