NOMINATION COMMITTEE

The Nomination Committee is the body responsible for preparing the General Meeting's decisions on appointments in order to provide a sound basis for the General Meeting's consideration of these matters.

XANO’s Nomination Committee shall consist of representatives of the three largest shareholders in terms of voting rights according to ownership statistics from Euroclear Sweden AB as of the last banking day in August the year before the Annual General Meeting. The Chair of the Board is co-opted to the Nomination Committee and is instructed to contact the three largest registered or otherwise known shareholders and ask them to appoint one member each to the Nomination Committee. If any shareholder waives its right to appoint a member, the offer shall be made to the next largest shareholder not already represented on the Nomination Committee.

The names of the members of the Nomination Committee and the shareholders they represent shall be published at least six months before the Annual General Meeting. The term of office is valid until a new Nomination Committee is appointed.

The chair of the Nomination Committee shall be the member representing the largest shareholder, unless the members of the Nomination Committee agree otherwise.

The Nomination Committee shall nominate the chair and other members of the Board of Directors, and propose fees and other remuneration for directorships for each of the members of the Board of Directors. The Nomination Committee shall also submit proposals for the election and remuneration of the auditor. The Nomination Committee's proposal to the General Meeting on the election of auditor shall include the Audit Committee's recommendation.

The Nomination Committee shall otherwise fulfil the tasks incumbent on the Nomination Committee under the Swedish Corporate Governance Code.