SAS — AGM Information 2018

Mar 7, 2018

SAS AB (publ) (publ) announces notice to the Annual General Meeting on 10 April 2018

SAS AB (publ) (publ) announces notice to the Annual General Meeting on 10 April 2018

Shareholders in SAS AB (publ) (Company) are hereby invited to attend the Annual

General Meeting on 10 April 2018.

The Annual General Meeting (AGM) will be held at 10 a.m. at SAS head office,

Frösundaviks allé 1, Solna.

Proposal for new Board of Directors

The Nomination Committee of SAS AB proposes that the AGM of April 10, 2018

resolve to appoint Carsten Dilling as the new Chairman of the Board of SAS AB.

He is proposed to replace the current Chairman Fritz Schur, who desires to step

down from his Board assignment. Moreover, Berit Svendsen and Jacob Wallenberg

have declined reelection.

The Nomination Committee has been looking for new members with both broad

digital competence and in-depth knowledge of ownership and financing issues. Liv

Fiksdahl and

Oscar Stege Unger meet those requirements, and are thereby nominated. Liv

Fiksdahl is leaving her position as CIO of DNB Norway and Oscar Stege Unger is

the Director of the Wallenberg Foundations AB.

The Nomination Committee's proposal for the new Board of Directors:

Carsten Dilling, Chairman Liv Fiksdahl, proposed new Board member Dag Mejdell,

re-election Monica Caneman, re-election Lars-Johan Jarnheimer, re-election Oscar

Stege Unger, proposed new Board member Sanna Suvanto-Harsaae, re-election

To attend the Annual General Meeting and notification

Shareholders who wish to attend the Annual General Meeting must be registered in

the share register of the Company maintained by Euroclear Sweden AB on 4 April

2018, and must notify the Company no later than 4 April 2018. Shareholders with

common shares in Denmark and Norway who wish to attend the Annual General

Meeting must notify VP Investor Services A/S in Denmark and Nordea Issuer

Service in Norway by 3.00 p.m. on 3 April 2018. Detailed instructions about

notification and rules regarding proxy and accompanying assistants to

shareholders are detailed in the attached complete notice convening the Annual

General Meeting.

Admission cards for the Annual General Meeting

Admission cards, to be presented when entering the Annual General Meeting venue,

will be sent out around 3-4 April 2018 to all shareholders who have submitted a

notification of attendance in accordance with the instructions.

Number of shares and votes in the Company

The Company has at the time of publication of this Notice issued 382,582,551

common shares and 0 subordinate shares, equivalent to a total of 382,582,551

votes. Furthermore, the Company has issued 2,101,552 preference shares

equivalent to a total of 210,155.2 votes. No shares are held by the Company

itself.

Proposed agenda

Meeting is called to order.

Election of a chairperson for the meeting.

Preparation and approval of the voting list.

Approval of the agenda.

Election of two persons to verify the minutes.

Determination of whether the meeting has been duly convened.

Presentation of the annual accounts and auditors' report as well as the

consolidated accounts and consolidated auditors' report.

Report on the work of the Board, the Remuneration Committee and the Audit

Committee, followed by the CEO's address and in conjunction with this, the

opportunity for shareholders to put questions to the Board and Group Management.

Resolutions on:

a. the approval of the income statement and balance sheet and the consolidated

income statement and consolidated balance sheet,

b. the dispositions of the Company's earnings in accordance with the approved

balance sheet, and

c. discharge from liability for the Board members and the CEO.

Resolutions on:

a) the number of Board members,

b) remuneration for Board members, and

c) remuneration for the auditor.

Election of Board members and Chairman of the Board.

Election of auditor.

Resolution on the Nomination Committee and the Instruction for the Nomination

Committee.

Resolution on the Board's proposed guidelines for remuneration of senior

executives.

Meeting is adjourned.

SAS attaches the full notice.

For further information:

SAS press contact, +46 8 797 29 44

Björn Tibell, Head of Investor Relations, +46 70 997 1437