Repurchase of shares

The Annual General Meeting 2016, with the required majority, resolved, in accordance with the proposal of the Board of Directors, to authorize the Board of Directors, on one or several occasions during the period until the close of the next Annual General Meeting, to resolve on the acquisition of shares of the company. Such shares may be acquired up to a maximum amount not, at any time, exceeding 10 per cent of the total number of shares issued by the company. Acquisitions of shares shall be made either on Nasdaq Stockholm at a purchase price within the range of the share prices registered at any given time for the Class B shares, meaning the spread between the maximum buying rate and the minimum selling rate, or by way of an offer to all shareholders, whereby the purchase shall be made at a price which at the time of the decision corresponds to a minimum of the prevailing market price for the Class B shares and at a maximum of 150 per cent of the prevailing market price for the Class B shares. The same price shall apply for Class A shares and Class B shares.

It was also resolved that the Board of Directors shall be authorized to resolve, on one or several occasions during the period until the close of the next Annual General Meeting, to dispose of all shares held by the company in connection with the acquisition of companies or businesses or parts thereof, in connection with market investments, for hedging costs that may arise relating to the company’s incentive programs and for a continuous adaptation of the company’s capital structure and thereby contributing to increased shareholders’ value. The shareholders shall have a preferential right to acquire the shares in accordance with the provisions in the articles of association regarding the preferential right to subscribe for new shares, provided that the board of directors shall be entitled to deviate from the preferential right if the shares are paid for by way of set - off or non - cash consideration or if the purpose with the disposal is to secure the costs that arise as a result of the company’s incentive program. Disposal of shares via Nasdaq Stockholm may only be made at a price within the range of the share prices registered at any given time.

The Annual General Meeting 2016 authorized the Board of Directors to make decisions regarding the acquisition and transfer of Sectra Series B shares. The authorization is limited in that the company’s holding of own shares may not, at any time, exceed 10% of all the shares in the company.

At April 30, 2017, the Board of Directors had not utilized this authorization.

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