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Carnegie’s Annual General Meeting 2005

Below is a summary of the decisions taken by the Annual General Meeting of D. Carnegie & Co AB, held in Stockholm today.

The AGM approved a dividend of SEK 5.93 per share. The record day for the dividend is 22 March and the distribution will be made from VPC (the Swedish Securities Centre) on 29 March 2005.

Changes to the Board of Directors
The meeting decided that the Board should consist of nine members. Re-election was agreed of Lars Bertmar (to be elected Chairman of the Board), Christer Zetterberg (to be elected vice Chairman of the Board), Hugo Andersen, Karin Forseke, Anders Ljungh, Dag Sehlin and Fields Wicker-Miurin. B. Thor Bjorgolfsson and Niclas Gabrán were elected as new board members.

B. Thor Bjorgolfsson, born 1967. Mr Bjorgolfsson has a broad experience as an active financial investor in different international industries such as brewery, pharmaceutical and financial services. Since 2002 Mr Bjorgolfsson is, through Samson Holding, a major shareholder of Landsbanki Islands, the largest deposit bank in Iceland. Mr Bjorgolfsson is chairman of the boards of Burdarás and Actavis Group (previous Pharmaco). He has studied at New York University’s Leonard N Stern School of Business. No personal shareholding in Carnegie. No warrants.

Niclas Gabrán, born 1967. Niclas Gabrán has extensive experience from international investment banking and from 1992 to 1999 he held various positions within Goldman Sachs, mainly in Mergers & Acquisitions but also in Principal Investments. In 1998-1999, Gabrán was Business Unit Manager and Executive Director at Goldman Sachs in Frankfurt. Since 1999, Niclas Gabrán is a partner of Soros Private Equity Partners Limited in London. He is member of the Boards of Tradedoubler AB (2000-), PolymerLatex GmbH (2003-) and Glacier Holdings (Cablecom) (2004-). He has a MSc from the Helsinki University of Technology as well as a MSc from the Swedish School of Economics and Business Administration in Finland. Niclas Gabrán holds no Carnegie shares or warrants.

Remuneration to the Board of Directors
The meeting decided on remuneration to the Board of Directors’ of SEK 3,950,000, to be allocated among those Directors that are not employed by the Company or any of its subsidiaries.

Dealing in Carnegie shares in the Securities operations
The general meeting adopted a resolution pursuant to which, for the period through to the 2006 Annual General Meeting, those subsidiaries in the Company’s group that engage in securities operations shall be entitled to buy and sell shares in the Company within the securities operations in accordance with the conditions set forth in Chapter 4, section 5 of the Securities Operations Act. The price shall equal the market price applicable from time to time and the aggregate shareholding from time to time may not exceed five percent of the total number of shares in the Company.

Nomination committee
The Annual General Meeting decided that the nominating process for the Annual General Meeting in 2006 shall be that the Chairman of the Board is mandated to contact the largest Shareholders of the Company, in order to appoint a Nomination Committee consisting of not less than three and not more than five representatives of larger Shareholders, who together with the chairman of the Board are to form the Nomination Committee. The Chairman of the Board is not to become Chairman of the committee. The members of the Nomination Committee shall be presented no later than six months before the Annual General Meeting 2006. The proposal for the next election of Board members shall be presented no later than one week after that the Company announces its year-end report for 2005, which is planned for February 2006.

For further information, please contact

Lars Bertmar, Chairman of the Board, +46 8 58 86 90 20
Karin Forseke, CEO, +46 8 58 86 90 10
Birgitta Henriksson, IR, +46 8 676 86 39

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