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MULTI: The nomination committees of Rejlers and Multiconsult present a proposal for the board of directors of the combined company

2026-10-12 08:30:12
The nomination committees of Rejlers AB (publ) ("Rejlers") and Multiconsult ASA
("Multiconsult") present a proposal for the board composition of the combined
company ("the Combined Company" or "Multiconsult Rejlers") in connection with
the proposed cross-border merger between Multiconsult and Rejlers (the
"Merger"), announced 7 September 2026.

The Merger is carried out with Rejlers as the acquiring company and Multiconsult
as the transferring company. The proposal for the board of directors refers to
the new board that will take office upon the Swedish Companies Registration
Office's (Bolagsverket) registration of the Merger.

The nomination committees' proposal

Below is a proposal from the nomination committees of Multiconsult and Rejlers
regarding board composition, remuneration and number of members of the board of
directors of the Combined Company.

Number of members of the board of directors

The nomination committees propose, in accordance with the merger plan, that the
board of directors of the Combined Company, for the period until the end of the
next annual general meeting, shall consist of six (6) shareholder-elected
members without deputy members.

Proposed composition of the board of directors

The nomination committee of Rejlers proposes the following shareholder-elected
members of the board of directors of the Combined Company:

- Peter Rejler (chairman)
- Johan Lannebo
- Martina Rejler

The nomination committee of Multiconsult proposes the following shareholder
-elected members of the board of directors of the Combined Company:

- Jone Torstensen
- Eva Kristensen
- Tove Raanes

Remuneration

At Rejlers' annual general meeting on 29 April 2026, it was resolved that board
remuneration shall amount to SEK 966,000 for the chairman of the board and SEK
347,000 for each of the other board members. It is proposed that the
remuneration resolved upon by Rejlers' annual general meeting shall continue to
apply to the existing board members of Rejlers, Peter Rejler (chairman), Johan
Lannebo and Martina Rejler. The existing board members of Multiconsult, Jone
Torstensen, Eva Kristensen and Tove Raanes, are proposed to receive remuneration
corresponding to the remuneration resolved for them at the annual general
meeting of Multiconsult on 16 April 2026, in the amount of NOK 360,000 to each
of them.

The remuneration is payable on an annual basis and shall be reduced
proportionally considering that the new members will not serve for the entire
term of office.

Remuneration for committee work is proposed to remain unchanged and shall be
payable in accordance with the resolution of Rejlers' annual general meeting,
with SEK 116,000 to the chairman of the Audit Committee and SEK 69,000 to each
of the other members of the Audit Committee, and SEK 58,000 to the chairman of
the Remuneration Committee and SEK 35,000 to each of the other members of the
Remuneration Committee.

Employee representatives

The employee representatives on the board of directors of the Combined Company
will be appointed in accordance with the procedure established by the Swedish
Act (2008:9) on Employee Participation in Cross-Border Mergers, Divisions and
Conversions. The procedure has been initiated and the employee representatives
are expected to be appointed in connection with the completion of the Merger.

Presentation of proposed board members

Peter Rejler, born 1966, Chairman of the Board

Peter Rejler has been a board member of Rejlers since 2010 and Chairman since
2018 and was previously President and CEO of Rejlers. Peter holds a Master of
Science in Engineering. Peter Rejler holds 1,159,750 Class A shares in Rejlers
privately as well as 485,250 Class A shares and 180,340 Class B shares through
the company Jangunnar AB. Peter Rejler holds no shares in Multiconsult.

Peter Rejler is considered independent in relation to the Combined Company and
its management, but not in relation to major shareholders.

Johan Lannebo, born 1964, Board member

Johan Lannebo has been a board member of Rejlers since 2026. Johan holds a
Master of Science in Economics. Co-founder of Lannebo Fonder and has worked as a
fund manager and board member since its inception in 2000. Prior to that, Johan
worked as an equity analyst, broker, and equity fund manager since 1989. Other
assignments: Board member of E. Öhman J:or Asset Management AB, Lannebo
Kapitalförvaltning AB, Pacy AB, Linc AB and Berner Industrier AB, as well as
Chairman of the Board of Zubizuri AB. Johan Lannebo holds 365,000 Class B shares
in Rejlers held privately and through companies. Johan Lannebo holds no shares
in Multiconsult.

Johan Lannebo is considered independent in relation to the Combined Company, its
management and major shareholders.

Martina Rejler, born 1971, Board member

Martina Rejler has been a board member of Rejlers since 2025. Martina was also a
board member of Rejlers between 2021 and 2023 and Chair of the Nomination
Committee between 2023 and 2025. Martina holds a Bachelor's degree in Political
Science and International Relations from Richmond University, London, as well as
Psychotherapy training (GPU) in CBT/ACT from Huma Nova. Extensive experience
from SEB with a focus on leadership and HR. Other assignments: Board member of
Save a Coordinate (SAC) and Senior Advisor in People and Culture through her own
company, Mood Society AB. Martina Rejler holds 13,125 Class A shares and 801,139
Class B shares held privately, as well as 485,250 Class A shares and 180,340
Class B shares held indirectly through the company Jangunnar AB. Martina Rejler
holds no shares in Multiconsult.

Martina Rejler is not considered independent in relation to major shareholders,
but is considered independent in relation to the Combined Company and its
management.

Jone Torstensen, born 1961, Board member

Jone Torstensen holds a Master of Science (MSc) from the University of Bergen
and the University of Stavanger, specializing in petroleum finance, as well as a
background in executive roles in technology and project-driven companies,
including Aker Solutions, Odfjell Drilling, and most recently as CFO of Odfjell
Technology. Jone also brings experience in financial strategies, including
capital allocation, governance and risk management in complex organisations.
Jone has a proven track record in business development and improvement from both
Aker and Odfjell. Member of the board of directors of Stiftelsen Multiconsult.
Jone Torstensen holds no shares or options in Multiconsult or Rejlers.

Jone Torstensen is not considered independent in relation to major shareholders
(member of the board of Stiftelsen Multiconsult) but is considered independent
in relation to the Combined Company and its management.

Eva Kristensen, born 1969, Board member

Eva Kristensen holds a Master of Science (MSc) from the Norwegian University of
Science and Technology (NTNU), specializing in naval architecture and marine
technology, as well as a background in executive roles in technology and project
-driven companies, including Altera Infrastructure Production, Ulstein Design
and Solutions, and GE Oil & Gas. Eva also brings experience in strategic
planning and leadership, stakeholder engagement, business transformation and
growth. Eva has strategic vision, project management expertise, and a proven
track record in driving business growth and digital transformation. Eva
Kristensen holds no shares or options in Multiconsult or Rejlers.

Eva Kristensen is considered independent in relation to the Combined Company,
its management and major shareholders.

Tove Raanes, born 1977, Board member

Tove Raanes holds a Master's degree in finance with a background in consulting
and investment activities. Tove also brings extensive experience from boards and
board committees and for the past five to six years has served on the boards of
two medium-sized knowledge-based companies that have shown good development.
Expertise in finance and analysis, with a focus on capital allocation and
transactions. During the most recent term, Tove was chair of the audit committee
of Multiconsult. Tove Raanes holds 413 shares in Multiconsult held privately, as
well as 4,900 shares held indirectly through the company Trane AS, and no
options. Tove Raanes holds no shares in Rejlers.

Tove Raanes is considered independent in relation to the Combined Company, its
management and major shareholders.

The nomination committees' reasoned statement

The nomination committees of Rejlers and Multiconsult have, in accordance with
the merger plan, prepared a proposal for the board composition of the Combined
Company. In preparing the proposal, the nomination committees have considered
the requirements for board composition under the Swedish Companies Act and the
Swedish Corporate Governance Code.

The proposed board composition reflects the cross-border merger and includes
members from both the Rejlers and Multiconsult existing boards. The proposed
composition combines continuity with broad expertise, providing the Combined
Company with a strong foundation for future growth and value creation.

The proposed board covers expertise in engineering, finance, investments, HR and
people management, technology and project management. All proposed board members
are considered independent in relation to the Combined Company and its
management. Three of the six proposed board members are considered independent
in relation to the major shareholders of the Combined Company.

The Swedish Corporate Governance Code further stipulates that an equal gender
distribution is to be strived for. The nomination committees note that the
proposed board composition achieves an equal gender distribution with three men
and three women among the shareholder-elected members.

Overall, the nomination committees consider the proposed board to be well suited
to lead the Combined Company through the integration phase and into the next
growth phase.

For further information, please contact

Rejlers AB (publ)

Viktor Svensson, President and CEO
E-mail: viktor.svensson@rejlers.se

Anna Jennehov, CFO
E-mail: anna.jennehov@rejlers.se

Multiconsult ASA

Kristin O. Augestad, Acting CEO
E-mail: kristin.olsson.augestad@multiconsult.no

Pål-Sverre Jørgensen, IR
E-mail: pal.sverre.jorgensen@multiconsultgroup.com

About Multiconsult

Multiconsult is a multidisciplinary engineering and consulting company operating
in four business areas: Buildings & Properties, Mobility & Transport, Energy &
Industry, and Water & Environment. Multiconsult has operations in Norway,
Sweden, Denmark, Poland, the United Kingdom and East Africa with more than 4,200
employees. In 2025, Multiconsult reported net operating revenues of
approximately NOK 5.7 billion and EBITA of approximately NOK 395 million.
Multiconsult is listed on Euronext Oslo Børs and has its registered office in
Oslo, Norway. Read more about Multiconsult at www.multiconsultgroup.com.

About Rejlers

Rejlers is a leading engineering consultancy with operations in Sweden, Finland,
Norway and the United Arab Emirates. We are 3,600 experts with specialist
expertise in energy, industry, buildings, infrastructure and defence. Rejlers
acts as a catalyst for sustainable transformation and we help our customers meet
the challenges of the future. The vision "Home of the Learning Minds" guides the
entire group. In 2025, Rejlers had revenue of SEK 4.7 billion. The company's
Class B share is listed on Mid Cap, Nasdaq Stockholm. For more information,
visit www.rejlers.com.

acts as a catalyst for sustainable transformation and we help our customers meet\
the challenges of the future. The vision "Home of the Learning Minds" guides the\
entire group. In 2025\, Rejlers had revenue of SEK 4.7 billion. The company's\
Class B share is listed on Mid Cap\, Nasdaq Stockholm. For more information\,\
visit www.rejlers.com.\