Agenda of the extraordinary general meeting of shareolders of Swedish Automobile NV , 11 November 2011

AGENDA for the extraordinary general meeting of shareholders of Swedish AutomobileN.V., established at Zeewolde, the Netherlands (the “Company”), to be held 11November 2011 at the Company’s offices, Edisonweg 2, 3899 AZ Zeewolde, the Netherlands starting 14:00 hours.

1. Opening

2. Amendment of the articles of association of the Company and power of attorney to have the deed executed (decision)3. Composition of the board of the Company (decision)4. Questions5. ClosingThe voting rights attached to the priority share cannot be exercised because this share is cancelled; the rights attributed to the priority are by virtue of clause 42 of the articles of association of the Company exercised by the supervisory board. The proposals regarding agenda points 2 and 3 are made by the supervisory board.Explanation1. Introduction

On 4 July 2011 the Company announced that the Company and Saab Automobile AB (Saab Automobile) concluded agreements with Pang Da Automobile Trade Co., Ltd. (Pang Da) and Zhejiang Youngman Lotus Automobile Co. Ltd. (Youngman). These agreements relate to an equity investment in the total aggregate amount of EUR 245 million in the Company. Furthermore, the contracts relate to the formation of manufacturing and distribution joint ventures with Saab Automobile for Saab-branded and child brand vehicles in China.

The agreements are subject to approval from the relevant authorities, including the Chinese National Development and Reform Committee (NDRC). Pang Da’s equity investment amounts to EUR 109 million and Youngman’s equity investment amounts to EUR 136 million. The capital contributions shall be made in two instalments. Since May 2011, when the share issue price was set at € 4.19, a fundamental change of Saab’s financial position occurredwhen it went into reorganization. The parties are currently in discussion on a fair adaption of the issue price. Determination of the issue price shall not affect the amount of the capital investments. The envisaged shareholding in the Company of Pang Da and Youngmanamounts to respectively 24% and 29.9%.The NDRC approval process is expected to be finalized early November 2011. On 30September 2011, the date of convocation of the extraordinary general meeting of shareholders, the NDRC and other authorities have not yet given their approval, but it is the Company’s assumption that the investments of Pang Da and Youngman will be made.Because of its current financial position, Saab Automobile and two of its subsidiaries applied for voluntary reorganization. On 21 September 2011, the Swedish Court of Appeal in Göteborg has approved of the proposal for reorganisation, which in first instance was rejected by the District Court in Vänersborg. Considering Saab Automobile’s current limited financial resources, a reorganization gives Saab Automobile breathing-space to focus on negotiations with its creditors regarding a payment schedule and on an orderly start of production.Currently, the Company has a two-tier board, consisting of the management board and the supervisory board. Both the management board and the supervisory board prefer to have decision making and supervision combined in one body: a board with executive and non- executive members. Dutch corporate legislation, the Bill on Management and Supervision, which is expected to take effect on 1 January 2012, provides for further rules on the one- tier board and the roles of executive and non-executive board members.Pang Da and Youngman each may appoint a non-executive member of the board, when having acquired at least a 12.5% interest in the share capital of the Company, and two non- executives when having acquired at least 20%.

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2. Amendment of the articles of association of the Company and power of attorney to have the deed executed

The proposed amendment of the articles of association mainly concerns three subjects:

- change of the authorized share capital of the Company: the change concerns an increase of the authorized share capital to facilitate the share issues to Pang Da and Youngman as well as the annulment of the priority share. The rights attributed to the priority share shall be assigned to the board;- introduction of a one-tier board with executive and non-executive members, replacing the current two-tier board structure; and- extension of the range of decisions which need the approval of the non-executive board members.The proposal for the amendment of the articles of association can be found on theCompany’s website www.swedish-automobile.nl. and can be obtained via RBS N.V.The proposal includes the authorization of each managing director of the Company and each (deputy) civil law notary and notarial assistant of Allen & Overy LLP, each of them severally, to have the Deed of Amendment of the Articles of Association executed.3. Composition of the one tier board of the Company

Currently the management board of the Company consists of two members: Messrs. V.R. Muller (CEO) and R. Schuijt (Senior Vice-President Corporate Development and acting CFO). The supervisory board consists of three members: Messrs. J.B.Th. Hugenholtz (Chairman), M. La Noce (Vice-chairman) and A.J. Roepers. The change from a two-tier board to a one-tier board does not depend on Pang Da and Youngman making the equity investment. The composition of the board of the Company does however depend on Pang Da and Youngman making their investments.

A. If Pang Da and Youngman have not made a capital contribution of at least 12.5% per 11

November 2011, it is proposed to compose a one tier board of five members.

Non-executive members:

- Mr. J.B.Th. Hugenholtz (Chairman)- Mr. M. La Noce (Vice-chairman)- Mr. A.J. Roepers.Executive members:- Mr. V.R. Muller (CEO)- Mr. R. Schuijt (Senior Vice-President Corporate Development and “acting” CFO).Mr. Muller is also Chairman and CEO of the board of Saab Automobile.

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B. If Pang Da and/or Youngman have made a capital contribution of at least 12.5% per 11

November 2011 or at a later date, it is proposed to compose a one tier board of nine members, consisting of seven non-executive and two executive members.

Non-executive members:

- Mr. V.R. Muller (Chairman)- Two independent members, both to be nominated at a later date- per the date that Pang Da acquires a share interest in the Company of at least 12.5%, Pang Da proposes to appoint Mr. Qingha Pang and per the date Pang Da acquires a share interest in the Company of at least 20%, Mr. S. Cai- per the date that Youngman acquires a share interest in the Company of at least12.5%, Youngman proposes to appoint Mr. Qingian Pang and per the date that PangDa acquires a share interest in the Company of at least 20%, Mr. B. Hamsten.Executive members:- Mr. M. Larsson (Director Business Development Saab Automobile)- Mr. R. Schuijt (Senior Vice-President Corporate Development and “acting” CFO).Mr. Muller is also Chairman and CEO of the board of Saab Automobile.Messrs. Hugenholtz, La Noce and Roepers have announced that they will step down in this case.The biographies of Messrs. Qingha Pang, Cai, Qingnain Pang, Hamsten and Larsson are posted on the website www.swedish-automobile.nl under “Investors”.