Independence requirements

The Board of Directors of AB Volvo must meet independence requirements pursuant to the Swedish Corporate Governance Code ("the Code"). Further, the Audit Committee must meet independence requirements pursuant to the Swedish Companies Act. Below follows a short description of the independence requirements.

The independence requirements mainly state that only one person from the company's management may be a member of the Board, that a majority of the Board members elected by the General Meeting shall be independent of the company and the company management and that at least two of the Board members elected by the General Meeting who are independent of the company and the company's management shall also be independent of the company's major shareholders.

In addition, the Code demands that a majority of the members in the Audit Committee shall be independent of the company and the company management and that at least one of the members who is independent of the company and the company management shall also be independent of the company's major shareholders. According to the Swedish Companies Act, the members of the Audit Committee may not be employees of the company and at least one member of the Audit Committee shall be independent of the company, the company management and the company's largest shareholders and shall have accounting and auditing expertise.

With regard to the Remuneration Committee, the Code sets the requirement that members of the Remuneration Committee, with the exception of the Board Chairman if a member of the Remuneration Committee, shall be independent of the company and company management.

Prior to the Annual General Meeting 2014, considering the above requirements regarding the Board's independence, the Election Committee reported the following understanding with regard to the Board members who were elected at the Annual General Meeting in 2014:

Matti Alahuhta, Jean-Baptiste Duzan, James W. Griffith, Kathryn V. Marinello, Hanne de Mora, Carl-Henric Svanberg and Lars Westerberg were all considered independent of the company and company management as well as of the company's major shareholders.

Olof Persson, as Volvo's CEO, was considered independent of the company's major shareholders but not of the company and company management.

Anders Nyrén was considered independent of the company and company management. As Chief Executive Officer of AB Industrivärden he was considered not to be independent thereof. Since AB Industrivärden controlled more than 10 percent of the votes in the company, prior to the Annual General Meeting 2014, he could not, in the Election Committee's opinion, be considered as independent of one of the company's major shareholders.