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The Nomination Committee of Millicom International Cellular S.A

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The Nomination Committee of Millicom International Cellular S.A The Nomination Committee of Millicom International Cellular S.A.'s motivated opinion regarding its proposal for election of the Board of Directors at the 2016 Annual General Meeting Background In accordance with the resolution passed at the 2015 Annual General Meeting, the Chairman of the Board of Directors, Cristina Stenbeck, convened a Nomination Committee in September 2015 to prepare the proposals for Millicom’s 2016 Annual General Meeting. The Nomination Committee comprises Cristina Stenbeck as Chairman of the Board of Directors; Lorenzo Grabau appointed by Investment AB Kinnevik; Mathias Leijon appointed by Nordea Funds; and Marianne Nilsson appointed by Swedbank Robur fonder. The members of the Nomination Committee appointed Lorenzo Grabau as Chairman of the Nomination Committee at their first meeting. Cristina Stenbeck and Lorenzo Grabau are members of Millicom’s Board of Directors, and both are dependent in relation to major shareholder Investment AB Kinnevik. This deviates from the Swedish Corporate Governance Code. The 2015 Annual General Meeting resolved that the Chairman of the Board of Directors shall be a member of the Nomination Committee, and act as its convener. The Meeting also elected Cristina Stenbeck to be Chairman of the Board of Directors. Investment AB Kinnevik resolved to appoint Lorenzo Grabau, its Chief Executive Officer, to the Nomination Committee. All members of the Nomination Committee agree that Cristina Stenbeck's experience of Nomination Committee work will benefit Millicom, and that it is an advantage for the company that both the Chairman of Millicom’s Board of Directors and the Chief Executive Officer of Millicom's principal shareholder take an active role in the Nomination Committee work. The Nomination Committee's proposal for election of the Board The Nomination Committee proposes the following: • That the Board shall consist of eight members. • The re-election of Odilon Almeida, Tomas Eliasson, Lorenzo Grabau and Alejandro Santo Domingo as Board members. Board members Anders Borg, Paul Donovan, Dame Amelia Fawcett and Cristina Stenbeck have decided not to seek re-election. • The election of Tom Boardman, Janet Davidson, Simon Duffy and José Miguel García Fernández as new Board members. • The election of Tom Boardman as new Chairman of the Board. The Nomination Committee's proposal is thus that the following persons are elected to the Board of Millicom for a term of office until the end of the next Annual General Meeting: • Tom Boardman, Chairman of the Board • Odilon Almeida • Janet Davidson • Simon Duffy • Tomas Eliasson • José Miguel García Fernández • Lorenzo Grabau • Alejandro Santo Domingo The Nomination Committee's work The Nomination Committee has held three meetings, with additional candidate interviews and Committee discussions between meetings. The Nomination Committee's work has primarily focused on the continued development of the Board's overall composition with respect to specific sector and geographical expertise, as well as ensuring an effective succession planning and adequate shareholder representation. In its assessment of the degree to which the current Board meets the requirements placed on it, the Nomination Committee has reviewed the current Board members’ ability to devote the necessary time and commitment required, as well as the balance and diversity of contributions of experiences from different business sectors and regions. The Committee has also had the benefit of a formal evaluation of the Board and its individual members. The Nomination Committee's explanatory statement regarding its proposal Having been informed by Paul Donovan, Dame Amelia Fawcett and Cristina Stenbeck of their decision not to seek re-election, and by Anders Borg of his decision not to seek re- election and instead transition into a Senior Advisory role, the Nomination Committee resolved to propose the re-election of the remaining Board members and identified and managed to attract four individuals who will bring a set of separate and complementary experiences and areas of expertise to the Board – Tom Boardman, Janet Davidson, Simon Duffy and José Miguel García Fernández. Tom Boardman has been a Director of the Board of Investment AB Kinnevik since 2011, and has been proposed to be elected Chairman of Kinnevik’s Board in May 2016. He is also a Non-Executive Director of Nedbank Group, Woolworths Holdings, Royal Bafokeng Holdings and African Rainbow Minerals, and was a Non-Executive Director of Vodacom Group between 2009 and 2011. Tom held various managerial positions within the South African mining and retailing industries during 1973-1986. Between 1986 and 2002 he held managerial positions within the BoE Bank and during 2003-2010 he was Chief Executive of Nedbank Group. Tom is a South African national with a B Com and CTA from University of Witwatersrand, South Africa. Janet Davidson is currently a Supervisory Board member of STMicroelectronics. Janet held various managerial positions in Alcatel Lucent from 1979-2011 including the role as Chief Strategy Officer, Chief Compliance Officer and Executive Vice President, Quality & Customer Care. Janet is a US national with an MSc in Electrical Engineering from Georgia Institute of Technology. Simon Duffy is the Non-Executive Chairman of YouView TV and a Non-Executive director of Modern Times Group, Oger Telecom, and Wizz Air. Simon was Executive Chairman of Tradus until the company’s sale in March 2008. He was also Executive Vice Chairman of ntl:Telewest until 2007, having joined ntl in 2003 as CEO. Simon has also served as CFO of Orange, CEO of wireless data specialist End2End, CEO and Deputy Chairman of WorldOnline International, and held senior positions at EMI Group and Guinness. Simon is a UK national with a BA from Oxford University and an MBA from Harvard University. Jose Miguel García Fernández recently stepped down as Co-Chief Executive Officer of Orange España. Between 2006 and 2015 he was CEO of the Spanish telecommunications operator Jazztel, and he held various managerial positions within Cable & Wireless from 2000-2006 including CEO of UK & Ireland as well as of Panama. Jose is a Spanish national with a BSc in Electrical & Electronic Engineering and Postgraduate in Digital Telecommunications from Monash University. The Nomination Committee is of the opinion that the proposed Board members combine a deep understanding of the global mobile industry’s opportunities with relevant knowledge of Millicom’s local markets, which will be of great benefit to the execution of Millicom’s growth strategy to expand data monetization and grow the company’s cable footprint. With the continued convergence of conventional telecommunications and entertainment services, the Committee further expects the proposed Board to provide valuable support to Millicom’s management team in its efforts building one of the leading convergent digital lifestyle players in Latin America and Africa. In Tom Boardman, the Board will also continue to benefit from a Chairman with extensive experience from public company governance structures. In its work, the Nomination Committee gives particular consideration to the importance of an increased diversity on the Board, including gender, age and nationality, as well as depth of experiences, professional backgrounds and business disciplines. The Committee believes the composition of the proposed Board is fit-for-purpose in respect of different nationalities and backgrounds, and exhibits a solid mix of directors with highly relevant skill-sets to match the priorities of Millicom. This notwithstanding, the Committee will increasingly pursue greater gender diversity as part of its efforts to find the most competent Board members in order to promote the Board’s debate around the company’s key issues. Finally, it is noted that the Nomination Committee has evaluated each Board member's independence in the work of preparing its proposals for the 2016 Annual General Meeting, and has found that the proposed Board is in compliance with relevant requirements for independence. Information about the proposed members of the Board Information about the proposed members of the Board, including the Nomination Committee's assessment of each member's independence, may be found on the company's website at www.millicom.com. ___________ APRIL 2016 THE NOMINATION COMMITTEE MILLICOM INTERNATIONAL CELLULAR S.A. .
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