Millicom International Cellular S A : Draft resolutions for the AGM 2024

Millicom International Cellular S.A.

société anonyme

Registered Address: 2, rue du Fort Bourbon, L-1249 Luxembourg

R.C.S. Luxembourg: B 40.630

("Millicom" or the "Company")

DRAFT RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF MILLICOM'S

SHAREHOLDERS (THE "AGM")

THAT WILL BE HELD ON MAY 23, 2024 AT 11.00 AM (CET)

THE FINAL MINUTES WILL BE POSTED FOLLOWING THE AGM

FIRST PROPOSED RESOLUTION

To appoint Alexander Koch, attorney at law (Rechtsanwalt/ Avocat à la Cour), with professional address in Luxembourg, as Chair of the AGM (the "Chair").

In case of absence of Alexander Koch, the Chair of the Board of Directors of Millicom (the "Board") or in the absence of the Chair of the Board, any member of the Board shall be empowered to appoint the person to preside over the AGM amongst the persons present at the meeting.

To empower the Chair of the AGM to appoint the other members of the bureau, i.e. the Secretary and the Scrutineer, amongst the persons present at the meeting.

SECOND PROPOSED RESOLUTION

To acknowledge the management reports of the Board and the reports of the external auditor on the annual accounts and the consolidated accounts for the year ended December 31, 2023.

THIRD PROPOSED RESOLUTION

To approve the annual accounts and the consolidated accounts for the year ended December 31, 2023.

FOURTH PROPOSED RESOLUTION

To allocate USD 7,560,803 of the results of the year ended December 31, 2023 to the legal reserve and the remaining balance to the unappropriated net profits to be carried forward.

FIFTH PROPOSED RESOLUTION

To discharge all the Directors of Millicom for the performance of their mandates during the year ended December 31, 2023.

SIXTH PROPOSED RESOLUTION

To resolve to set the number of Directors at nine (9).

SEVENTH PROPOSED RESOLUTION

To approve the re-election of María Teresa Arnal as a Director for a term ending at the annual general meeting to be held in 2025 (the "2025 AGM").

EIGHTH PROPOSED RESOLUTION

To approve the re-election of Bruce Churchill as a Director for a term ending at the 2025 AGM.

NINTH PROPOSED RESOLUTION

To approve the re-election of Tomas Eliasson as a Director for a term ending at the 2025 AGM.

TENTH PROPOSED RESOLUTION

To approve the re-election of Mauricio Ramos as a Director for a term ending at the 2025 AGM.

ELEVENTH PROPOSED RESOLUTION

To approve the re-election of Thomas Reynaud as a Director for a term ending at the 2025 AGM.

TWELFTH PROPOSED RESOLUTION

To approve the re-election of Blanca Treviño de Vega as a Director for a term ending at the 2025 AGM.

THIRTEENTH PROPOSED RESOLUTION

To approve the re-election of Aude Durand as a Director for a term ending at the 2025 AGM.

FOURTEENTH PROPOSED RESOLUTION

To approve the election of Maxime Lombardini as a Director for a term ending at the 2025 AGM.

FIFTEENTH PROPOSED RESOLUTION

To approve the election of Justine Dimovic as a Director for a term ending at the 2025 AGM.

SIXTEENTH PROPOSED RESOLUTION

To approve the election of Mauricio Ramos as Chair of the Board for a term ending at the 2025 AGM.

SEVENTEENTH PROPOSED RESOLUTION

To approve the Directors' remuneration for the period from the AGM to the 2025 AGM.

EIGHTEENTH PROPOSED RESOLUTION

To elect KPMG Audit SARL and KPMG LLP (collectively, "KPMG") as the external auditor for a term ending on the date of the 2025 AGM and to approve the external auditor remuneration to be paid against an approved account.

NINETEENTH PROPOSED RESOLUTION

To approve an instruction to the Nomination Committee.

TWENTIETH PROPOSED RESOLUTION

To approve the Share Repurchase Plan.

TWENTY-FIRST PROPOSED RESOLUTION

To approve the 2023 Remuneration Report.

TWENTY-SECOND PROPOSED RESOLUTION

To approve the Senior Management Remuneration Policy.

TWENTY-THIRD PROPOSED RESOLUTION

To approve the share-based incentive plans for Millicom employees.