The shareholders of AarhusKarlshamn AB (publ) (STO:AAK) are hereby
invited to attend the Annual General Meeting to be held on Friday 21 May
2010 at 2.00 p.m. at the premises of Europaporten Kongresscenter,
Stadiongatan 25 in Malmö. The registration for the Annual General
Meeting starts at 1.00 p.m.

A.CONDITIONS FOR ATTENDANCE

Shareholders who wish to attend the Annual General Meeting must be
recorded in the Shareholders’ Register maintained by Euroclear Sweden AB
on Saturday 15 May 2010, and must also notify the company of their
intention to attend the Annual General Meeting not later than Monday 17
May 2010 at 4.00 p.m. The notification of attendance, which may be made
in accordance with any of the alternatives specified below, shall state
name, address, day-time telephone number, personal or corporate identity
number, and the number of shares held. Shareholders who intend to bring
assistance shall notify this within the same time limits as for the
notification of their own attendance. Shareholders represented by an
authorised representative should enclose a proxy in original to their
notification. A proxy form is available on the company website www.aak.com
and will be sent by post to shareholders informing the company of their
address. Representative of a legal entity shall submit a copy of the
registration certificate or corresponding papers of authorisation.

Address: AarhusKarlshamn AB, Kerstin Wemby, SE-374 82 Karlshamn, Sweden,
(please mark the envelope “Annual General Meeting 2010”)
Telephone:
+46 454 823 12
Telefax: +46 454 828 20
E-mail: kerstin.wemby@aak.com

In order to participate at the Annual General Meeting, shareholders with
nominee-registered shares must request their bank or broker to have the
shares temporarily owner-registered with Euroclear Sweden AB. Such
re-registration must have be executed no later than Saturday 15 May
2010. The shareholders must therefore notify the nominee of their
request to have the shares re-registered in due time before Saturday 15
May 2010.

B. AGENDA

1. Opening of the Meeting.
2. Election of Chairman of the Meeting.
3.
Preparation and approval of the voting list.
4. Approval of agenda.
5.
Nomination of persons to verify the Minutes of the Meeting.
6.
Determination of whether the Annual General Meeting has been properly
convened.
7. Report by the Managing Director.
8. Presentation
of the Annual Report, the Auditor’s Report and the Consolidated
Financial Statements and the Group Auditor’s Report for the financial
year 2009.
9. Resolutions as to:
a) adoption of the Income
Statement and the Balance Sheet and the Consolidated Income Statement
and the Consolidated Balance Sheet, as per 31 December 2009;
b)
appropriation of the company’s profit according to the adopted Balance
Sheet and record day for dividend;
c) discharge from liability of
the Board of Directors and the Managing Director.
10. Determination
of the number of Directors of the Board.
11. Determination of fees
to the Board of Directors and auditors.
12. Election of members of
the Board of Directors.
13. Proposal regarding the Nomination
Committee.
14. Proposal regarding guidelines for remuneration of
senior executives.
15. Closing of the Annual General Meeting.

Election of Chairman of the Meeting (item 2) The Nomination Committee
has proposed that Melker Schörling shall be elected Chairman of the
Annual General Meeting 2010.

Proposal regarding the appropriation of the company’s profit (item 9 b)
The Board of Directors has proposed that a dividend of SEK 4.25 per
share be declared for the financial year 2009. As record day for the
dividend, the Board of Directors proposes Wednesday 26 May 2010. If the
Annual General Meeting resolves in accordance with the proposal, the
dividend is expected to be distributed by Euroclear Sweden AB on Monday
31 May 2010.

Proposal regarding the election of the Board of Directors and
determination of fees (items 10-12) In respect of the Annual General
Meeting 2010, the Nomination Committee consists of Chairman Mikael
Ekdahl (BNS Holding), Carl Bek-Nielsen (BNS Holding), Henrik Didner
(Didner & Gerge fonder) and KG Lindvall (Swedbank Robur fonder).

The Nomination Committee has proposed the following:

- The number of directors shall be ten without any deputy directors.
-
The total fee payable to the Board of Directors shall be SEK 2,750,000
(including remuneration for committee work) to be distributed among the
directors as follows: SEK 400,000 to the Chairman, SEK 300,000 to the
Deputy Chairman and SEK 200,000 to each of the other directors elected
at a general meeting and not employed by the company. Remuneration for
committee work shall be payable as follows: SEK 200,000 to the Chairman
of the Audit Committee and SEK 100,000 to each of the other members of
the Audit Committee, SEK 100,000 to the Chairman of the Remuneration
Committee and SEK 50,000 to each of the other members of the
Remuneration Committee. The auditor shall be remunerated in accordance
with agreement.
- Re-election of the board members Melker
Schörling, Carl Bek-Nielsen, Martin Bek-Nielsen, John Goodwin, Mikael
Ekdahl, Märit Beckeman, Ulrik Svensson and Anders Davidsson. The board
member Ebbe Simonsen has declined re-election.
- New election of
board members Arne Frank and Harald Sauthoff. Arne Frank, new CEO and
President of AarhusKarlshamn AB, will replace former CEO and President,
Jerker Hartwall, on the Board of Directors.
- Re-election of Melker
Schörling as Chairman of the Board and Carl Bek-Nielsen as Deputy
Chairman of the Board.

Harald Sauthoff (born 1955) is currently Vice President Global
Management Fatty Alcohol and Natural Raw Materials of Cognis GmbH.
Harald Sauthoff has former experience from working in the Henkel Group.
During the years 2004 – 2006 Harald Sauthoff was the President of FOSFA,
an international Trade Association for vegetable oils and fats.

Arne Frank (born 1958) is Master of Engineering in Industrial Economy
with a degree from the Institute of Technology at Linköping University.
Arne Frank was previously Chairman of the Board and interim CEO of Carl
Zeiss Vision International GmbH. He has also been CEO and Chairman of
the Board of TAC Holding AB and member of the Group Management of
Schneider Electric, responsible for the division within the
Schneider-Electric Group that TAC was part of after being acquired by
Schneider Electric. Arne Frank is currently Chairman of the Board of
Contex Holding AS and has been nominated for new election as board
member of Alfa Laval AB (publ).

Proposal regarding the Nomination Committee (item 13) Shareholders,
jointly representing approximately 56.6 per cent of the shares and votes
in the company as per 31 March 2010, have notified the company of their
proposal regarding Nomination Committee. Proposal regarding Nomination
Committee in respect of the Annual General Meeting 2011
- The
Nomination Committee shall have five members.
- Re-election of
Mikael Ekdahl (BNS Holding), Carl Bek-Nielsen (BNS Holding), Henrik
Didner (Didner & Gerge fonder) and KG Lindvall (Swedbank Robur fonder )
and new election of Claus Wiinblad (ATP) as members of the Nomination
Committee in respect of the Annual General Meeting 2011.
- Mikael
Ekdahl shall be re-elected Chairman of the Nomination Committee.
-
In case a shareholder, represented by a member of the Nomination
Committee, is no longer one of the major shareholders of AarhusKarlshamn
AB, or if a member of the Nomination Committee is no longer employed by
such shareholder or for any other reason leaves the Nomination Committee
before the Annual General Meeting 2011, the Committee shall be entitled
to appoint another representative among the major shareholders to
replace such member.

Tasks of the Nomination Committee Prior to the Annual General Meeting
2011, the Nomination Committee shall prepare and submit proposals for
the election of Chairman and other members of the Board of Directors,
the election of Chairman of the Annual General Meeting, fees to the
Board of Directors and auditor and matters related thereto.

Proposal regarding guidelines for remuneration to senior executives
(item 14) The Board of Directors proposes that the Annual General
Meeting resolves on guidelines for remuneration of senior executives,
principally entailing that salaries and other terms of remuneration of
the management shall be competitive and in accordance with market
conditions. In addition to fixed salary, the management may also receive
variable remuneration with a pre-determined cap based on the outcome of
targeted results on group level and in the individual area of
responsibility, as well as other benefits. In addition to said variable
remuneration, incentive programmes related to the share or share price
can be resolved upon from time to time. Pension benefits shall be either
income or fee based or a combination of both, with an individual pension
age, however, not less than 60 years.

On notice of termination by a senior executive, a notice period of six
months shall apply without any right to severance pay. At dismissal by
the company, the notice period shall be twelve months with a possible
right to severance pay with a predetermined cap of maximum twelve
months. The Board of Directors shall be entitled to deviate from the
guidelines if, in an individual case, there are particular grounds for
such deviation.

C. AVAILABLE DOCUMENTS AND INFORMATION REGARDING NUMBER OF SHARES AND
VOTES IN THE COMPANY

The accounts and the auditor’s report (the annual report) and the
complete proposals of the Board of Directors with respect to item 9 b
and 14 and all related documents will be available to the shareholders
at the company as from Friday 7 May 2010. Copies of the documents will
be sent on request to shareholders who state their postal address and
will also be available on the company website www.aak.com
and at the Annual General Meeting.

The total number of shares and votes in the company amount to 40,898,189.

Malmö in April 2010
AarhusKarlshamn AB (publ)
The Board of
Directors

Facts/AAK
AAK is the world’s leading manufacturer of high
value-added speciality vegetable fats. These fats are used as
substitutes for butterfat and cocoa butter substitutes, as transfree
solutions for fillings for chocolate and confectionery products, and in
the cosmetic industry. AAK has production facilities in Denmark, the
Netherlands, Mexico, Great Britain, Sweden, Uruguay and the U.S.A. Read
more at www.aak.com.

This information was brought to you by Cision http://www.cisionwire.com