NOTICE OF ANNUAL GENERAL MEETING IN BONG AB (publ)

The shareholders of Bong AB (publ) are hereby invited to attend the Annual
General Meeting to be held on Wednesday 16 May 2012 at 2.00 p.m. CET in IMP’s
premises at Ångbåtsbron 1 in Malmö.

A. Right to attend

Shareholders who
wish to attend the Annual General Meeting (“AGM”) must

–      be recorded in
the share register kept by Euroclear Sweden AB made as of Thursday 10 May 2012,
and
–      notify the company of their intention to attend the AGM no later
than Thursday 10 May 2012, 12.00 p.m., by any of the following
alternatives:
–      By post on the address:
Bong AB (publ)
Att: Katarina
Sjöström
Hans Michelsensgatan 9
S-211 20 Malmö, Sweden
–      By telephone
+46 40-17 60 41
–      By telefax +46 40-17 60 39
–      By e-mail to
anmalan.arsstamma@bong.com
–      At our website www.bong.com

On giving
notice of attendance, the shareholder shall state name, personal identity number
or corporate identification number, address and telephone number, shareholding
and the number of advisors that the shareholder wishes to bring to the General
Meeting (maximum two advisors).

Shareholders represented by proxy must issue
a document authorising the proxy to act on the shareholder’s behalf. A proxy
form will be available on the company’s website www.bong.com from 12 April 2012,
and will be provided to shareholders who contact the company and state their
address. Representatives of a legal entity shall present a copy of the
certificate of registration or similar document of authorisation showing the
persons authorised to act on behalf of the company. The original of the proxy
and the document of authorisation should be sent to the company together with
the notice of attendance.

In order to participate in the proceedings of the
General Meeting, owners with nominee-registered shares must request their bank
or broker to have their shares temporarily owner-registered with Euroclear
Sweden AB. Such registration must be made as of Thursday 10 May 2012 and the
banker or broker should therefore be notified in due time before said
date.

B. Agenda

Proposal for Agenda
1.    Opening of the Meeting.
2.
 Election of Chairman of the Meeting.
3.    Preparation and approval of the
voting list.
4.    Approval of the agenda.
5.    Election of one or two
person(s) to approve the minutes.
6.    Determination of compliance with the
rules of convocation.
7.    Report by the President and CEO.  
8.
 Presentation of
   a.       the Annual Report and the Auditor’s Report and the
Consolidated Financial Statements and the Group Auditor’s Report,
   b.
 the Board of Directors’ proposal for disposition of the company’s result,
and
   c.       the statement by the auditor on the compliance with the
guidelines for     remuneration to management applicable since the last AGM,
and
9.    Resolution regarding
   a.        adoption of the Statement of
Income and the Balance Sheet and the Consolidated Statement of Income and the
Consolidated Balance Sheet,
   b.        appropriation of the company’s profit
according to the adopted Balance Sheet, and
   c.        discharge from
liability of the Board of Directors and the President and CEO.
10.
 Determination of the number of board members and deputies.
11.
 Establishment of fees to the Board of Directors and the auditors.
12.
 Election of the members of the Board of Directors and auditors.
13.
 Election of members of the Nomination Committee.
14.    Guidelines for
remuneration of senior executives.
15.    Closing of the Meeting.

Proposals
for Resolutions

Appropriation of profit (9b)
The Board of Directors has
proposed that no dividend is to be distributed for the financial year 2011 and
that the results of the company of totally SEK 539,372,559, including this
year’s result of SEK 4,394,683 should be carried forward.

Proposal of the
Nomination Committee (item 2 and items 10-12)
In connection with the election
of board members and determination of fees at the AGM, the Nomination Committee
appointed at the AGM 2011, consisting of Alf Tönnesson (Aktiebolaget Cydonia),
Mikael Ekdahl (Melker Schörling AB), Erik Sjöström (Skandia) and Peter Edwall
(Ponderus Securities AB) will present and motivate the proposals below and
submit a report on the committee’s activities.

The Nomination Committee has
made the following proposals:
that   Mikael Ekdahl be elected Chairman of the
AGM;
that   the Board of Directors shall consist of six members without any
deputies;
that   Mikael Ekdahl, Anders Davidsson, Christian W. Jansson,
Ulrika Eriksson, Stéphane Hamelin and Eric Joan shall be re-elected for the
period up to and including the AGM 2013 – Alf Tönnesson has declined re
-election;
that   re-election shall be made of Mikael Ekdahl as Chairman of the
Board;
that   fees to the board members shall be paid by totally SEK 900,000
(committee work excluded) to be distributed among the members as follows: SEK
300,000 to the Chairman and SEK 150,000 to each of the other members elected at
General Meetings and not employed with the company, and fees for work in the
Audit Committee shall be SEK 100,000 to the Chairman of the Audit Committee and
SEK 50,000 to each of the members;
that   the accounting company
PricewaterhouseCoopers AB shall be elected auditors of the company for a one
year period of mandate, consequently, up to and including the AGM 2013, with
authorised public accountant Eric Salander as auditor in charge, and
that
auditors’ fees shall be paid as per agreement.

Nomination Committee (item
13)
Shareholders representing approximately 50 per cent of all shares and votes
in the company have proposed that a Nomination Committee shall be appointed also
for the AGM 2013 and:
that   the Nomination Committee shall have four
members;
that   Alf Tönnesson (Aktiebolaget Cydonia), Mikael Ekdahl (Melker
Schörling AB), Erik Sjöström (Skandia) and Peter Edwall (Ponderus Securities AB)
shall be re-elected as members of the Nomination Committee;
that   Alf
Tönnesson shall be re-elected as Chairman of the Nomination Committee;
that
if a shareholder represented by any of the members of the Nomination Committee
should substantially reduce its shareholding in the company or in the event a
member no longer is employed with such shareholder or for any other reason
should leave the Nomination Committee before the AGM 2013, the Nomination
Committee shall be entitled to appoint another representative of the major
shareholders to replace such member; and
that   the tasks of the Nomination
Committee shall be to prepare election of Chairman and other board members,
election of Chairman of the AGM, fee issues and relating issues before the AGM
2013.

Guidelines for remuneration of senior executives (item 14)
The Board
of Directors proposes that the AGM shall resolve on guidelines for remuneration
to the CEO and other senior executives entailing principally the following:
Remuneration to management shall include a fixed salary, a variable
remuneration, other benefits and pension. By senior executives is here meant
officers of the management, at present consisting of the company’s CEO and
President, the Chief Financial Officer (CFO), the Business Manager Nordic and
CEO Bong Packaging Solutions AB, the Business Manager Central Europe, the
Business Manager United Kingdom and the Business Manager France and Spain. The
total remuneration shall be according to market conditions and competitive. The
variable part of the salary shall have a pre-determined cap and may as a
fundamental principle never exceed 60 per cent of the fixed annual salary. The
variable remuneration shall be subject to the group’s fulfilment of certain
financial targets and also be connected to the achievement of individual
targets. The variable remuneration shall not qualify for pension. Pension
benefits shall be either income or fee based, or a combination of both, with a
pension age of 65 years. On notice of termination by the officer, the notice
period shall normally be six months. On dismissal by the company, the notice
period and the period of severance pay shall totally not exceed 24 months. The
guidelines shall apply to employment agreements concluded after the resolution
of the AGM and to any changes in existing agreements. The Board of Directors
shall have the right to deviate from the guidelines if motivated by particular
reasons on an individual basis.

C. Available Documentation

The accounting
documents and the Auditor’s Report, the complete proposal of the Board of
Directors for resolution according to item 14, as well as the statement by the
Auditor regarding whether the guidelines for remuneration to the management have
been observed, are available to the shareholders at the company as from
Wednesday 25 April 2012. Copies will also be sent to shareholders on request and
be available at the General Meeting. The above documents and the Annual Report
will as from said date also be available on the company’s website
www.bong.com.

D. Number of Shares and Votes in the Company

At the issue of
this notice, the total number of shares and votes in the company amounts to
17,480,995. All shares are of the same class.

E. Information at the
AGM

The Board of Directors and the CEO shall at the AGM, if any shareholder
so requests and the Board of Directors believes that it can be done without
significant harm to the company, provide information regarding circumstances
that (i) may affect the assessment of an item on the agenda, (ii) circumstances
that may affect the assessment of the company’s or its subsidiaries’ financial
position and (iii) the company’s relation to other companies within the
group.

Kristianstad in April 2012
The Board of Directors
BONG AB (publ)