Notice of Annual General Meeting of Shareholders of Klövern AB (publ)

2007-02-26

Registration
Shareholders wishing to participate in the Annual General Meeting of
Shareholders must

* be registered as owner in the print-out of the share
register made by VPC AB on Thursday, 22 March 2007

* and notify their attendance to Klövern at the latest by 4
pm on Thursday, 22 March 2007

Notice of attendance at the meeting may be made in the following
ways:

* by post to Klövern AB (publ), Box 1024, SE-611 29 Nyköping
(Sweden)
* by telephone +46-(0)155 44 33 00
* by fax +46-(0)155 44 33 22
* or via Klövern’s website www.staging-wwwklovernse.wp4.triggerfish.cloud

When making notification, shareholders must state their name, date of
birth/Swedish personal ID no./company registration no., address and
telephone number and shareholding.

To participate in the meeting, shareholders whose shares are nominee
registered, must request that their shares be temporarily registered
in their own name at VPC AB in sufficiently good time that
re-registration has taken place by Thursday, 22 March 2007. In order
for this to be possible, requests for such registration must have
been made to the administrator in good time before this date.

In cases where representatives participate in the meeting,
authorisation documents should be sent to the company at the time of
notification of attendance. Shareholder representatives shall present
a written dated power of attorney, which must not be more than one
year old on the date of the meeting. If the provider of the power of
attorney is a legal entity, a certified registration certificate or
other document showing the authorisation of the signatory is to be
presented.

Agenda
1. Opening of the meeting
2. Appointment of a chairperson at the meeting
3. Preparation and approval of the voting list
4. Appointment of one or two persons to check the minutes
5. Consideration of whether the meeting has been duly called
6. Approval of the agenda
7. Speech by the President & CEO
8. Presentation of the annual report and the auditors’ report and the
consolidated income and the auditors’ report for the group
9. Decisions on:
a) the adoption of the income statement and balance sheet and
consolidated income statement and consolidated balance sheet
b) appropriations concerning the company’s profit in accordance with
the adopted balance sheet (see below)
c) discharge from liability for the board members and the President &
CEO
d) the record date, in the event of the Annual General Meeting
deciding on a dividend (see below)
10. Determination of the number of board members (see below)
11. Determination of fees for the board and auditors (see below)
12. The chairperson of the Annual General Meeting will provide
information on those taking part in elections to the board on their
positions in other companies and organisations
13. Election of the board and auditors (see below)
14. Adoption of principles for remuneration and terms of employment
of the executive management
(see below)
15. Principles for the appointment of a nominations committee (see
below)
16. Decisions on authorisation for the board to acquire and transfer
the company’s own shares
(see below)
17. The board’s proposal on brokerage-free trading (see below)
18. Other business
19. Closure of the meeting

Proposed decisions
Dividend, item 9 b and d
The board recommends to the Annual General Meeting of Shareholders
that a dividend of SEK 1.25 per share be paid for 2006. It is
proposed that Monday, 2 April 2007 be record date. If the Annual
General Meeting decides in accordance with the proposal, it is
expected that cash dividend will be paid by VPC AB on Thursday, 5
April 2007.

Election of the board of directors, items 10, 11 och 13
The nominations committee, i.e. the representatives of the company’s
shareholders who have been appointed to make proposals for the board
consists of the following representatives: Göran Almberg, chairman of
the nominations committee (LRF), Rickard Svensson (Arvid Svensson
Invest), Bo Jansson (Skandia Liv), Erik Törnberg (Investment AB
Öresund), Klas Andersson (representing other shareholders) and Stefan
Dahlbo (Chairman of the board of Klövern) proposes that the board
shall consist of seven members, which is unchanged compared with the
present number. It is proposed that Stefan Dahlbo, Gustaf Hermelin,
Lars Holmgren, Anna-Greta Lundh, Johan Piehl, Lars Rosvall and
Fredrik Svensson be re-elected. The nominations committee proposes
that Stefan Dahlbo be elected as chairman. It is proposed that a fee
of SEK 875,000 be paid to the board, of which SEK 250,000 is to be
paid to the Chairman of the board and SEK 125,000 each to the other
members, which is unchanged compared with the present fee. No fee is
to be paid to the President & CEO of Klövern. It is proposed that
payment be made to the auditors in accordance with the invoice amount
submitted.

It is proposed that the authorised firm of public accountants Ernst &
Young AB be reappointed for a period of four years with authorised
public accountant Mikael Ikonen as auditor in charge. The present
auditor in charge Björn Fernström, who has been auditor for the
company since 2000, cannot be reappointed due to the current rotation
rules.

Adoption of principles for remuneration and other conditions of
employment for the senior management, item 14
The board makes the following proposals for remuneration and other
conditions of employment for the senior management:

The monthly basic salary is to be at a market level and competitive
and take into account the areas of responsibility and experience of
the individual. The basic salary is reviewed every year.

For the President & CEO, the variable salary shall be paid at 1 per
cent of the company’s profit before tax, to the extent that this
amount exceeds the set operational targets for the property
operations. Annual maximum bonus may, for the President & CEO, amount
to an amount corresponding to at most six months basic salary. The
pension premium for the President & CEO can at the most amount to 35
per cent of the basic salary and the retirement age is 65. The period
of notice for the President & CEO is twelve months if notice is given
by the company and six months if given by the President & CEO.
Severance pay is not paid.

For other senior executives, the maximum annual bonus may total an
amount corresponding to six months basic salary. The pension premium
may at most amount to 35 per cent of the basic salary and the
retirement age is 65. For other senior executives, the period of
notice is at most twelve months if notice is given by the company and
six months if given by the employee. Severance pay is not paid for
four of the five senior executives. In the case of one senior
executive, there are conditions on severance pay, in addition to the
above-mentioned period of notice, which mean twelve months salary in
the event of notice being given by the company.

Benefits in addition to salary and pension are, for all senior
executives, cost benefit, and a share in Klövern’s profit-sharing
fund. The President and three other senior executives have a company
car benefit. One other senior executive is entitled to home help
service.

The board of directors is entitled to depart from the guidelines if
there are special reasons for doing so in particular cases.

Senior executives include the President & CEO and other members of
the executive management group. The executive management at present
consists of Gustaf Hermelin, President & CEO, Britt-Marie Einar,
Corporate Communications Officer, Tomas Hermansson, Head of Business
Unit in Kista, Anders Lundquist, CFO, Thomas Nilsson, Real Estate
Manager and Caesar Åfors, Finance Manager.

Nominations Committee, item 15
The nominations committee’s proposals for the composition of the
nominations committee are in accordance with those decided upon at
the Annual General Meeting in 2006 and which thus apply for the
Annual General Meeting in 2007. The principles can be read on
Klövern’s website, www.staging-wwwklovernse.wp4.triggerfish.cloud.

Decisions on authorisation for the board of directors to acquire and
transfer the company’s own shares, item 16
The board of directors proposes that the Annual General Meeting
authorise the board of directors, at the latest until the next annual
general meeting, to acquire and transfer Klövern’s own shares. This
authorisation is intended to make it possible to continuously adjust
the company’s capital requirements and thus contribute to increased
shareholder value, and to be able to transfer shares in connection
with financing of any property or company acquisitions, by payment
with the company’s own shares.

Acquisition may take place of as many shares so that the company’s
holding amounts at most to the number of shares that at any point in
time corresponds to 10 per cent of the shares issued by the company.
Acquisitions may take place by purchase on the Stockholm stock
exchange, Stockholmsbörsen. Transfer may take place of at most the
number of shares that at any point in time corresponds to 10 per cent
of all of the shares issued by the company. Transfer shall be able to
take place both on Stockholmsbörsen and, deviating from the priority
right of shareholders, to a third party in connection with property
or company acquisitions. Payment for transferred shares can be made
in cash, as payment in kind, a set-off, or otherwise with conditions.

Brokerage-free trade, item 17
The board of directors proposes that the Annual General Meeting
decide to invite shareholders to purchase or sell the number of
shares required to achieve a holding equivalent to whole trading lots
(a trading lot = 500 shares). If the shareholder holds less than 500
shares, the whole holding can be sold free of brokerage. It is
proposed that it be left to the board to decide on the period of the
offer and the detailed terms and conditions.

Other matters
The annual report, the auditors’ report and the board’s complete
proposals in other matters are available at Klövern’s office in
Nyköping from Wednesday. 7 March 2007. Copies of the documents will
be sent to the shareholders who make a request to that effect and
provide their postal address.

Programme at the Annual General Meeting
3 pm Entrance to the premises for the meeting opened
4 pm Opening of the Annual General Meeting

Light refreshments will be served after the Annual General Meeting.

Nyköping, 26 February 2007

Klövern AB (publ)

The board of directors

For further information, please contact:
Gustaf Hermelin, CEO, tel +46-(0)155-44 33 10, +46-(0)70-560 00 00,
gustaf.hermelin@staging-wwwklovernse.wp4.triggerfish.cloud
Anders Lundquist, CFO, tel +46-(0)155-44 33 20, +46-(0)70-528 43 33,
anders.lundquist@staging-wwwklovernse.wp4.triggerfish.cloud
Britt-Marie Einar, Corporate Communications Officer, tel
+46-(0)155-44 33 12, +46-(0)70-224 29 35,
britt-marie.einar@staging-wwwklovernse.wp4.triggerfish.cloud

Klövern is a real estate company with a local presence that actively
develops properties in large Swedish cities. Klövern has geographical
units in twelve cities: Borås, Eskilstuna, Kalmar, Karlstad, Kista,
Linköping, Norrköping, Nyköping, Täby, Uppsala, Västerås and Örebro.
As at 31 December 2006, the value of the properties totalled
approximately SEK 10.7 billion and the rental income on an annual
basis is approximately SEK 1,070 million. The Klövern share is listed
on the Stockholm stock exchange, Stockholmsbörsen’s Nordic list for
medium-sized companies.

Klövern AB (publ), Box 1024, SE- 611 29 Nyköping, Sweden * Tel +46
(0)155-44 33 00, Fax +46-(0)155-44 33 22.
Company registration no. 556482-5833 * Registered office: Nyköping *
Website: www.staging-wwwklovernse.wp4.triggerfish.cloud