Annual General Meeting in ProfilGruppen AB (publ.)

Shareholders of ProfilGruppen AB (publ.), corporate identity number
556277-8943, are hereby called to attend the Annual General Meeting on
Thursday 31 March 2011 at 15:00 in Folkets Hus in Åseda

AGM Programme
In conjunction with the AGM, a factory tour in the company's facilities
for production of extrusions will be arranged. The gathering for the
factory tour will be at the meeting facilities at 13:00. There will be a
bus service to and from the factory tour. Registration for the factory
tour is to be made in conjunction with the registration for the AGM.

13:00 Bus to the factory tour will depart from
Folkets Hus in Åseda
14:00-14:55 Registration for the meeting. Coffee will
be served.
15:00 Opening of the AGM
17:00 (approx.) A light dinner will be served.

Right to attend
In order to attend the Annual General Meeting and to have voting rights,
the shareholder must:

· be registered in the share register managed by Euroclear Sweden AB
by Friday 25 March 2011, and
· register with the company not later than Friday 25 March 2011.
Registration for attendance at the AGM can be made by the registration
form on company's website at
www.profilgruppen.se (http://www.profilgruppen.se/), by post to
ProfilGruppen AB, Box 36 SE-360 70 Åseda, by fax: +46 (0)474 711 28 or
by telephone + 46 (0)474 550 00 (workdays, opening hours 09.00-15.00).
At registration the shareholders shall state their name, civic
registration number or corporate identity number, shareholdings,
address, telephone number, representatives if required (not more than
two). Intention to participate in the subsequent light dinner and/or the
factory tour which will be arranged before the AGM shall also be
indicated.

Nominee-registered shares
Holders of nominee-registered shares held through a bank or other
custodian must request temporary registration under their own names in
the share register at Euroclear Sweden AB in order to have the right to
attend the AGM. This means that the shareholder must notify the nominee
in good time before Friday 25 March 2011, when (at the latest) such a
registration must be enforced.

Proxies etc.
Shareholders may appoint one or more proxies. The shareholder shall in
such case issue a written and dated power of attorney for the proxy. The
power of attorney is valid maximum one year from issuance, unless a
longer validity period has been specifically stipulated, however maximum
five years. If the power of attorney is granted by a legal entity,
authorisation documents (certificate of registration or corresponding)
must be enclosed. The power of attorney should be submitted to the
company in good time before the AGM using the address stated above. A
power of attorney form is available on the company's website at
www.profilgruppen.se (http://www.profilgruppen.se).

Proposed agenda
1 The meeting is opened

2 Election of a chairman for the meeting

3 Preparation and approval of the voting list

4 Approval of the Board's proposed agenda

5 Election of one or two people to verify the minutes

6 Confirmation that the meeting has been duly convened

7 Submission of the annual report and parent company's
auditors' report and also the consolidated accounts and Group auditors'
report. In conjunction therewith:

a) Speech by the CEO

b) The Board's report regarding its and the board committees'
work

c) The auditor's report regarding the audit work during 2010

8 Decision regarding the submission for approval of the Group
and parent company's profit and loss accounts and balance sheets

9 Decision regarding allocations relating to the company's
profit and loss as per the adopted balance sheet

10 Decision regarding discharge from liability to the company for
the members of the Board and the CEO

11 Report regarding the nomination committee's work and its
proposals

12 Decision regarding the number of Board Members and deputies

13 Submission for approval of the fees for the Board, the Board's
audit committee and remuneration committee and the auditors

14 Election of the Chairman of the Board and other Board Members
and deputy members

15 Election of auditor

16 Proposal for changes in the articles of incorporation

17 Proposal for authorisation to be granted to the Board to decide
on new issues of shares

18 Proposal regarding nomination committee for the AGM 2012

19 Submission for approval of principles for remuneration for
senior executives

20 Closing of the meeting

The nomination committee's proposals for decision

Paragraphs 2, 12, 13, 14 and 15 - Chairman for the AGM, number of board
members, fees, board members and chairman of the board and also auditor
The nomination committee, which for the AGM 2011 consists of Lars
Johansson (chairman of the nomination committee, shareholder), Eva
Färnstrand (Chairman of the Board), Gunnel Smedstad (shareholder) and
Torgny Prior (Prior & Nilsson Fond och Kapitalförvaltning AB,
shareholder), together representing approximately 28 percent of the
votes in the company, propose the following.

Paragraph 2 Eva Färnstrand is to be appointed as chairman of the
Annual General Meeting 2011

Paragraph 12 The number of Board Members appointed by the Annual
General Meeting shall be reduced to five (previous year: six) with no
deputies.

Paragraph 13 Fee payable to the Chairman SEK 315,000 and to other
Board Members elected in the meeting not employed by the company SEK
140,000 each. In addition, extra fee for the Chairman of the Board's
audit committee SEK 50,000; for members of the Board's audit committee
SEK 25,000; for the Chairman of the Board's remuneration committee SEK
50,000; for members of the Board's remuneration committee SEK 25,000.
Fees to Board Members and deputies elected by the employees, SEK 14,800
each. Remuneration for auditors in accordance with approved invoices.

Paragraph 14 Reelection of Board Members Eva Färnstrand, Ulf
Granstrand, Susanna Hilleskog, Kjell Svensson and Mats Egeholm. Nils
Arthur has declined reelection. Reelection of Eva Färnstrand as Chairman
of the Board. If the assignment of the Chairman of the Board's is
terminated early, the Board shall among itself elect a new Chairman.

Paragraph 15 Reelection of the registered accounting firm Ernst &
Young Aktiebolag for the period until the closing of the AGM 2012.

Further information from the nomination committee will be provided as
stated below under "Other information".

The Board's proposals for decision

Paragraph 9 - Dividend
The Board is proposing a dividend of SEK 1.50 per share for the 2010
financial year. The cut-off date for the dividend will be 5 April 2011.
The dividend payment through Euroclear Sweden AB is expected to be made
Friday 8 April 2011.

Paragraph 16 - Changes in the articles of association
The rules in the Swedish Companies Act regarding notice procedure for
AGM:s have been changed with effect from 1 January 2011. Therefore, the
Board proposes that the AGM shall decide to change the articles of
association of ProfilGruppen in order to make it possible to use the
facilitated notice procedure as stipulated in the Swedish Companies Act.
The proposal means a change of the current wording in the first sentence
under § 9 to:

"Notice of shareholders' meeting shall be made by advertisement in
'Post- och Inrikes Tidningar' and by making the notice available on the
company's website. At the date of the notice, information regarding the
notice shall be advertised in 'Dagens Industri'."

In order to further facilitate the practical arrangements for the
shareholders' meeting it is preferable if the shareholder preregisters
the number of representatives. Therefore, the Board proposes that the
second sentence under § 9 shall be changed to:

"In order to attend a shareholders' meeting the shareholder shall
register himself/herself and the number of representatives by the
company at latest the day stated in the notice for the shareholders'
meeting."

Paragraph 17 - Authorisation
The Board proposes that the Annual General Meeting authorises the Board,
during the period until the next Annual General Meeting, on one or more
occasions, with or without preferential rights for the shareholders, to
make decisions regarding new issues of maximum 400,000 shares,
corresponding to in total approximately eight percent of the share
capital at the date of this notice. The decision on new issue may
contain conditions stating that the shares issued may be paid by issue
in kind, offsetting or otherwise under conditions in accordance to the
Swedish Companies Act 13 chapter 5§ first sentence. The Board is
authorised also to decide on the other terms of a new issue of shares.

The reason for the authorisation is to enable financing of acquisitions
of companies or shares of companies and/or assets, which the Board
assesses to be of value to the ProfilGruppen's activities, through issue
of shares.

Paragraph 18 - Nomination committee
The AGM shall elect members to a nomination committee with the duty to
prepare to the AGM 2012 decisions in election and remuneration issues
etc. Shareholders representing more than 50 percent of the votes in the
company have submitted the following proposals.

A proposal of a nomination committee for the AGM 2012 has been made,
consisting of Lars Johansson as Chairman, Gunnel Smedstad and Torgny
Prior (Prior & Nilsson Fond and Kapitalförvaltning AB) and the Chairman
of the Board in ProfilGruppen AB (according to the decision taken in the
meeting).

For the nomination committee the following guidelines will apply. The
term for the nomination committee covers the period until a new
nomination committee has been appointed. In case a member of the
nomination committee resigns or becomes unable to fulfill his/her duty,
the remaining members shall nominate a suitable substitute for the
nomination committee, if they deem it is necessary. Changes to the
composition of the nomination committee shall be published on the
company's website. Fees for the nomination committee amount to SEK
100,000 to be divided amongst the nomination committee (unchanged
compared to previous year).

The duties of the nomination committee for the AGM 2012 are to propose
(1) chairman of the AGM,
(2) the number of Board Members, (3) Chairman of the Board and other
Board Members, (4) Board, committee, and audit fees, (5) auditors and
(6) procedures for the nomination of a new nomination committee. The
proposals from the nomination committee shall be submitted to the Board
in time to be published in conjunction to the notice of the AGM. The
nomination committee shall in its assignment carry out the other duties
the Swedish Code of Corporate Governance imposes on nomination
committees.

Paragraph 19 - Principles for remuneration for senior executives
A remuneration committee, appointed by the Board, prepares proposals for
principles for remuneration for the Group's CEO and other senior
executives. The Board proposes that the principles described below
shall be applied for 2011. The proposal is based on the long term
remuneration policy of the company, which has been revised during 2010.

The principles cover the CEO and the other members of the management
team, currently in total seven people including the CEO. The total
remuneration may consist of a fixed salary, variable remuneration,
pension benefits and other benefits. The variable remuneration, which
can amount to a maximum of 25 percent of the fixed salary, is linked to
the Group's profit after financial items (maximum 15 percent of the
fixed salary) and defined personal targets (maximum 10 percent of the
fixed salary). The variable remuneration is conditional on a positive
net profit for the Group and will be adjusted retroactively in case it
has been paid on a clearly incorrect basis. Agreements for pension
benefits are arranged individually and the pension costs can amount to a
maximum of 30 percent of the fixed and variable salary. Other
remuneration and benefits shall be according to market conditions and
contribute to the employee's ability to fulfill his/her tasks.
Employment contracts for members of the management team shall contain a
period of notice of termination of employment of six to 12 months,
however maximum 18 months for the CEO, for a termination given by the
company, and six months if the employee terminates the contract. The
fixed salary under the period of termination and the severance payment
may in total not exceed the fixed salary for 18 months. The Board may
deviate from the guidelines if there are specific grounds for this in an
individual case.

Majority decision
For valid decisions under paragraphs 16 and 17 approval by shareholders
representing at least two thirds of the votes given as well as the
shares represented at the AGM is required. For the other decisions
approval by shareholders representing more than half of the votes given
is required.

Other information
The number of shares in the company on the date for this notice amounts
to 4 932 517, corresponding to 4 932 517 votes.

Annual accounts and auditors' report, the auditors' opinion on the
application of guidelines for remuneration and the Boards complete
proposals with associated documents are available at the company, Östra
Industriområdet, Åseda, and at the company's website,
www.profilgruppen.se (http://www.profilgruppen.se), as of 10 March 2011
at latest.

The nomination committee's proposals and reasons as well as information
about members proposed for the Board are available at the company's
website.

Copies of the documents mentioned will be sent to shareholders upon
request (please provide the postal address). All documents will also be
provided at the AGM.

The shareholders are informed about their right to request information
regarding circumstances which could have an impact on the assessment of
a matter on the agenda and circumstances which could have an impact on
the assessment of the company's financial situation.

Åseda, February 2011

PROFILGRUPPEN AB (publ.)

Board of Directors

____________________________________________________

Contacts for information:

Peter Schön, CFO, mobile: +46 (0)70 339 89 99
e-mail: peter.schon@profilgruppen.se (peter.schon@profilgruppen.se)

____________________________________________________

Annual General Meeting in ProfilGruppen AB (publ.)

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