Annual General Meeting 2013 BillerudKorsnäs Aktiebolag (publ)

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| Source: Billerud AB
The shareholders of BillerudKorsnäs Aktiebolag (publ) are hereby invited to
attend the Annual General Meeting at 2.00 p.m. on Tuesday 7 May 2013 at Hotel
Rival, Mariatorget 3, Stockholm, Sweden.
The premises for the Meeting will be open for registration at 1.00 p.m. when
coffee will be served.

Participation

Shareholders wishing to take part in the Annual General Meeting shall:

-          be registered in the Shareholders’ Register kept by Euroclear Sweden
AB by Tuesday 30 April 2013, and

-          notify the company of their intention to attend the Annual General
Meeting not later than 4.00 p.m. on Tuesday 30 April 2013. Notification shall be
made in writing by post to BillerudKorsnäs Aktiebolag, "AGM", P.O. Box 7841, SE
-103 98 Stockholm, Sweden, or by telephone to +46 8 402 90 62. Notification can
also be made via the company’s website www.billerudkorsnas.se/anmalan. In their
notification shareholders should state their name, personal-/corporate identity
number, address, daytime telephone number, number of shares held and, where
applicable, number of representatives and assistants (maximum of two).

To be able to participate at the Meeting, shareholders whose shares are
registered in the name of a nominee must request that their own names are
temporarily registered in the share register kept by Euroclear Sweden AB. This
procedure, so-called voting right registration, must be effected not later than
on Tuesday 30 April 2013, which means that the shareholder must inform the
nominee well in time before this date.

If participation is to be made through a proxy or representatives of legal
entities, the original document of their authorisation, registration certificate
and other relevant authorisation documents should be submitted in good time
before the Meeting. A template proxy form can be downloaded from the company’s
website, www.billerudkorsnas.se/anmalan.

An entry card entitling participation at the Meeting will be sent out prior to
the Meeting. If a shareholder has not received an entry card prior to the
Meeting, he/she can obtain a new entry card at the information desk by providing
proof of identity.

Proposed Agenda

1. Opening of the Meeting.

2. Election of Chairman of the Meeting.

3. Drawing up and approval of the voting list.

4. Election of one or two persons to verify the minutes.

5. Determination as to whether the Meeting has been duly convened.

6. Approval of the Agenda.

7. Presentation of the annual report and the auditors’ report as well as the
consolidated accounts and consolidated auditors’ report for the 2012 financial
year.

8. Report on the work of the Board and Board Committees over the past year.

9. Presentation by the Chief Executive Officer.

10. Resolution on:

a)            the adoption of the income statement and the balance sheet as well
as the consolidated income statement and consolidated balance sheet for 2012,

b)            the appropriation of the company’s profit according to the adopted
balance sheet for 2012 and the record date for the dividend, and

c)            discharge from personal liability for Board Members and the CEO
for their administration for the year 2012.

11. Account of the Nomination Committee's work and proposals.

12. Resolution on number of Board Members to be elected by the Meeting.

13. Resolution on fees for Board Members and remuneration for Committee work and
resolution on fees for auditors.

14. Election of Board Members and Chairman of the Board.

15. Election of auditor.

16. Resolution on procedures for appointment of the Nomination Committee for the
2014 Annual General Meeting.

17. The Board’s proposal regarding guidelines for remuneration to senior
executives.

18. The Board's proposals regarding resolutions on:

(a)        introduction of long-term incentive program 2013; and

(b)        transfer of shares to the participants in the long-term incentive
program 2013.

19. Resolution on amendment of the Articles of Association.

20. Closing of the Meeting.

Motions

Item 2

The Nomination Committee proposes that the lawyer Wilhelm Lüning is elected to
be Chairman of the Meeting.

Item 10 (b)

The Board of Directors proposes a dividend of SEK 2 per share. The record date
for dividend is proposed to be on Monday 13 May 2013. If the Meeting resolves in
accordance with the Board's proposal, the dividend is estimated to be paid out
by Euroclear Sweden AB on Thursday 16 May 2013.

A reasoned statement from the Board of Directors, pursuant to Ch 18 Sec 4 of the
Companies Act (2005:551), with respect to the proposed dividend will be
available not later than on Tuesday 16 April 2013 on the company's website at
www.billerudkorsnas.com, at the company's office at Frösundaleden 2 B, Solna,
Sweden, and will be sent by post to those shareholders who so request and state
their postal address.

Item 12

The Nomination Committee proposes that the Board shall consist of eight (8)
ordinary members, including the Chairman.

Item 13

The Nomination Committee proposes the following:

–      that the annual fee to ordinary Board Members not employed by the
BillerudKorsnäs Group shall be SEK 400,000 (unaltered) per Member, and that the
annual fee to the Chairman shall be SEK 1,000,000 (unaltered),

–      that the annual remuneration for work on Board Committees be paid to
members appointed by the Board and shall be SEK 150,000 (unaltered) to the
chairman of the Audit Committee, SEK 75,000 (unaltered) to each of the other
members of the Audit Committee, SEK 50,000 (unaltered) to the chairman of the
Remuneration Committee and SEK 25,000 (unaltered) to each of the other members
of the Remuneration Committee, and also SEK 50,000 (unaltered) to each of the
members of the Integration Committee;

–      that fees to the auditors during the mandate period be paid by current
account.

Item 14

The Nomination Committee proposes that Hannu Ryöppönen, Mia Brunell Livfors, Jan
Homan, Lennart Holm, Gunilla Jönson, Michael M.F. Kaufmann, Wilhelm Klingspor
and Mikael Larsson are re-elected as ordinary Board Members.

The Nomination Committee further proposes that the Annual General Meeting re
-elects Hannu Ryöppönen as Chairman of the Board and that no Deputy Chairman is
elected.

The Nomination Committee's motivated statement explaining its proposals
regarding the Board of Directors and information about the proposed directors of
the Board are available on the company's website at www.billerudkorsnas.com.

Item 15

The Nomination Committee proposes that the Annual General Meeting shall re-elect
the registered accounting firm Ernst & Young AB as the company's auditor for the
period until the close of the 2014 Annual General Meeting. Ernst & Young AB will
appoint the authorised public accountant Lars Träff as auditor-in-charge.

Item 16

The Nomination Committee proposes that the procedures for the appointment of the
Nomination Committee for the 2014 Annual General Meeting shall be as follows:

The Nomination Committee shall comprise of four (4) members. During the autumn
of 2013 the Chairman shall contact the largest shareholders (judged by size of
shareholding) regarding the formation of a Nomination Committee. The names of
the members of the Nomination Committee, and the names of the shareholders they
represent, shall be published six months at the latest prior to the 2014 Annual
General Meeting and be based upon the known shareholding as per 30 September
2013. The Nomination Committee is appointed for a term of office commencing at
the time of the announcement of its composition and ending when a new Nomination
Committee is formed. Unless the Committee members agree otherwise, the Chairman
of the Nomination Committee shall be the member representing the largest
shareholder (judged by size of shareholding). The Committee forms a quorum when
more than half of its members are present.

If during the Committee’s term of office one or more of the shareholders
represented on the Nomination Committee are no longer among the largest
shareholders, then their representatives shall resign their positions and the
shareholder or shareholders who have become among the largest shareholders shall
have the right to appoint their representatives. Unless there is special cause,
no changes shall be made to the composition of the Nomination Committee if only
minor changes in shareholding have been made, or the changes take place later
than two months prior to the General Meeting that will decide on proposals made
by the Committee.

Shareholders who appoint members to the Nomination Committee have the right to
dismiss their representative and appoint a new one. Equally, the shareholder
whose representative requests to leave the Committee before its work is
completed has the right to replace such a representative. Changes to the
composition of the Nomination Committee shall be published as soon as they take
place.

The Nomination Committee shall produce proposals for the following items to be
decided by the 2014 Annual General Meeting:

(a)           proposal for Chairman of the Meeting,

(b)           proposal for number of Board Members,

(c)           proposal for nomination of Board Members and Chairman of the
Board,

(d)           proposals for nomination of auditors,

(e)           proposals for Board fees and distribution between Chairman of the
Board and other Members, and possible remuneration for Committee work,

(f)            proposal for fees to auditors, and

(g)           proposal for procedures for appointing the Nomination Committee.

The Nomination Committee shall make available the requisite information to the
company so that BillerudKorsnäs can meet the information requirements of the
Swedish code of corporate governance. Furthermore, the Nomination Committee
shall in performing its duties meet the requirements set by the Swedish code of
corporate governance for nomination committees, and BillerudKorsnäs shall at the
request of the Nomination Committee provide staff resources, such as secretary
of the Committee, in order to facilitate the Committee’s work. If so required,
BillerudKorsnäs shall also pay reasonable costs for external consultants and
similar which are considered necessary by the Committee for it to perform its
duties.

Item 17

The Board proposes that the Meeting resolves to adopt the following guidelines
for remuneration to the executive officers of the BillerudKorsnäs Group.
Executive officers are the CEO, the Executive Vice President and the other
members of the senior management team.

BillerudKorsnäs shall set the remuneration levels and employment terms that are
appropriate in order to recruit and keep a management team with a high level of
competence and the capability to achieve established goals. Remuneration shall
motivate executives to do their utmost to secure shareholders’ interests.
Remuneration may be in the form of fixed salary, variable salary, long-term
incentive programs and other benefits such as pension or company car. Fixed and
variable salary shall be set in relation to competence, area of responsibility
and performance. Variable remuneration will be based on outcomes in relation to
established targets and shall be a maximum of a fixed percentage of annual fixed
salary and vary between 30 per cent and 50 per cent. However, variable
remuneration shall only be paid on condition that the company's operating result
is positive. Long-term incentive programs within the company shall primarily be
linked to certain pre-determined financial and share price related performance
criteria. The programs shall ensure long-term commitment to the development of
the company and shall be implemented on market terms. Long-term incentive
programs shall run for at least three years. For more information about the
existing long-term incentive programs, see the company’s annual report and
website. For further information regarding the proposed Long Term Incentive
Program 2013, please see the Board's proposal according to item 18 on the
agenda. Pension benefits shall either be defined-benefit or defined
-contribution, and normally give an entitlement to pension from age 65. In some
cases the retirement age may be lower, although 62 is the lowest retirement age.
Six to twelve months is the normal notification period for termination of
employment, and severance pay shall be a maximum of 12 months’ salary in the
event of dismissal by the company.

Remuneration and employment terms for the CEO are prepared by the Remuneration
Committee and decided by the Board. Remuneration and employment terms for
members of the senior management team are decided by the CEO, after approval
from the Remuneration Committee.

The Board of BillerudKorsnäs has the right to deviate from these guidelines in
individual cases if there is a good reason.

The auditor's statement according to Ch 8 Sec 54 of the Companies Act (2005:551)
and the Board of Directors' report of the result of the Remuneration Committee's
evaluation according to the Swedish corporate governance code and information
regarding deviations from the guidelines, and the reason for this, according to
Ch 8 Sec 51 of the Companies Act (2005:551) will be made available not later
than on Tuesday 16 April 2013 on the company's website at
www.billerudkorsnas.com, at the company's office at Frösundaleden 2 B, Solna,
Sweden, and will be sent by post to those shareholders who so request and state
their postal address.

Item 18

The Board of Directors proposes that the Meeting resolves to introduce a long
-term incentive program ("LTIP 2013") and transfer of shares to the participants
in LTIP 2013 in accordance with items 18 a) and b). LTIP 2013 has the same
structure as the long-term incentive programs adopted previous years (2010 -
2012)

a)             Introduction of a long-term incentive program 2013

The Board of Directors proposes that the Annual General Meeting resolves on the
introduction of a long term share based incentive plan, LTIP 2013, as follows.

LTIP 2013 in brief

The Board of Director's main objective with the proposal of LTIP 2013 is to
strengthen BillerudKorsnäs’ capability to retain the best talent for key
leadership positions. The aim is further that managers and key employees whose
efforts have direct impact on BillerudKorsnäs' result, profitability and value
growth, shall be stimulated to increased efforts by aligning their interests and
perspectives with those of the shareholders.

LTIP 2013 comprises up to 25 executive officers and other key employees within
the BillerudKorsnäs Group, identified as essential to the future development of
the Group. To participate in LTIP 2013, the participants must own
BillerudKorsnäs shares. Such shares could be previously held, and not already
allocated to previous incentive plans, or purchased on the market in conjunction
to the notification of participation in the program, which occurs after the AGM
2013. Thereafter, the participants will be alloted BillerudKorsnäs shares, free
of charge, after the vesting period of three years, commencing after the 2013
Annual General Meeting and ending in conjunction with the publication of
BillerudKorsnäs' first quarter report for the year 2016, provided that certain
conditions are fulfilled.

Participants in LTIP 2013

LTIP 2013 comprises up to 25 persons consisting of the CEO, the Executive Vice
President and the other members of the Senior Management Team and other
executives with key positions in the Group.

Personal investment and allotment of share rights

To participate in LTIP 2013, the participants must purchase BillerudKorsnäs
shares at market price on NASDAQ OMX Stockholm ("Saving Shares"). Previously
held BillerudKorsnäs shares, which are not already allocated to previously
adopted long-term incentive programs, may also be accounted for as Saving
Shares.

Participants are offered to allocate Saving Shares not exceeding a number equal
to 10 per cent of the participant's gross base salary as per year end 2012
divided by the closing price of the BillerudKorsnäs share per the last trading
day of 2012, i.e. 28 December 2012 (SEK 61.25) (the “Closing Price”).
Participants who have received a new position or extended area of responsibility
in the new group BillerudKorsnäs shall instead be offered to allocate Saving
Shares not exceeding a number equal to 10 per cent of the participant's gross
base salary as per 1 January 2013 divided by the Closing Price.

Saving Shares shall be purchased or allocated to the program in connection with
the notification to participate in LTIP 2013. If the participant has insider
information which prevents him/her from purchasing BillerudKorsnäs shares in
connection with the notification to participate in LTIP 2013 the shares shall be
purchased as soon as possible, but prior to the next Annual General Meeting.

New members of the senior management team and / or other key employees that have
not yet commenced their employment at the time when notification to participate
in the program at the latest shall be given, may, upon the condition that the
employment commences during 2013, be offered to participate in the program, if
the Board of Directors deems it to be in line with the purpose of LTIP 2013.

For each Saving Share that the participant invests in and allocates to LTIP
2013, the participant is, free of charge, allotted 1 matching share right
("Matching Share Right") 3 performance share rights ("Performance Share Right")
(together referred to as "Share Rights"). However, the CEO will be alloted 1
Matching Share and 5 Performance Share Rights for each Saving Share allocated to
LTIP 2013 and the Executive Vice President and will be alloted 1 Matching Share
and 4 Performance Share Rights for each Saving Share allocated to LTIP 2013.
Provided that the conditions set out below are fulfilled, the Share Rights
entitle to allotment of BillerudKorsnäs shares as described below. Allotment of
shares in BillerudKorsnäs will be made, free of charge, after the release of the
interim report for the period January – March 2016.

Matching Share Right

For each Saving Share that the participant invests in and locks in to LTIP 2013,
the participant is, free of charge, allotted 1 Matching Share Right, which
entitles the participant to, free of charge, receive 1 BillerudKorsnäs share,
based on the conditions that the participant is (with certain exceptions
including e.g. participant’s death, disability, retirement or the divestiture of
the participant’s employing company from BillerudKorsnäs or consequences of a
change of control) still employed by the BillerudKorsnäs Group and has retained
the Saving Shares at the release of the interim report for the period January –
March 2016.

Performance Share Right

For each Saving Share that the participant invests in and allocates to LTIP
2013, the participant is, free of charge, allotted 3 Performance Share Rights.
However, the CEO will be alloted 5 Performance Share Rights for each Saving
Share allocated to LTIP 2013 and the Executive Vice President and will be
alloted 4 Performance Share Rights for each Saving Share allocated to LTIP 2013.
The Performance Share Rights are divided into three series, series A-C. For all
participants, except the CEO, the Executive Vice President and the CFO, each
Saving Share entitles to 1 Performance Share Right of each series. For the CEO
each Saving Share entitles to 2 Performance Share Rights of series A, 1
Performance Share Right of series B and 2 Performance Share Rights of series C.
For the Executive Vice President and CFO each Saving Share entitles to 1.5
Performance Share Rights of series A, 1 Performance Share Right of series B and
1.5 Performance Share Rights of series C.

The allotment of BillerudKorsnäs shares due to Performance Share Rights of
Series A-C requires that the conditions for the Matching Share Rights are
fulfilled. In addition, allotment of BillerudKorsnäs shares due to Performance
Share Rights requires fulfillment of certain performance conditions. The
performance conditions vary for the respective series and are based on financial
goals during the financial years 2013-2015. The Board of Directors intends to
present whether the conditions have been fulfilled in the annual report of 2015.

Series A         The performance conditions for the Performance Share Rights of
series A relate to BillerudKorsnäs' average operating margin for the period 2013
-2015 ("EBIT Margin") . (for the purposes of determining the level of
fulfillment of the performance targets, EBIT Margin for BillerudKorsnäs will be
adjusted so to be unaffected if the average currency exchange rates during 2013
-2015 deviates more than five per cent compared to year-end 2012.) The maximum
level of allotment under the performance conditions is an EBIT Margin of 11.5
per cent and the minimum level of allotment is an EBIT Margin of 8.5 per cent.
If the EBIT Margin amounts to the maximum level of 11.5 per cent or more,
maximum allotment of 1 BillerudKorsnäs share per Performance Share Rights of
series A shall be made. If the EBIT Margin should be lower than 11,5 per cent,
but exceeding the minimum level of 8.5 per cent, a linear reduction of the
allotment of BillerudKorsnäs shares shall be made. If the EBIT Margin amounts to
8.5 per cent or less, the Performance Share Rights of series A shall not entitle
to allotment of BillerudKorsnäs shares.

Series B         The performance conditions for the Performance Share Rights of
series B relate to BillerudKorsnäs' EBIT margin in comparison with the average
operating margin for the period 2013-2015 for a peer group of certain selected
companies ("Comparing EBIT-margin"). The peer group consists of companies and
their business areas with businesses including production and sale of pulp,
paper and board as well as packaging materials and packaging solutions made
thereof, that the Board of Directors has considered to be comparable to
BillerudKorsnäs. The Board of Directors shall be authorized, in particular
situations, to adjust the peer group's composition. The peer group is composed
by of Mondi Europe and International (Packaging Paper), Smurfit Kappa Group,
Stora Enso Renewable Packaging, Mead Westvaco (Food & Beverage and Home, Health
& Beauty) Klabin and Metsä Board (Paperboard). If BillerudKorsnäs' EBIT-margin
exceeds Comparing EBIT-margin, maximum allotment of 1 BillerudKorsnäs share per
Performance Share Rights of series B shall be made. If BillerudKorsnäs' EBIT
-margin is the same or lower than Comparing EBIT-margin, the Performance Share
Rights of series B shall not entitle to allotment of BillerudKorsnäs shares.

Series C         The performance conditions for the Performance Share Rights of
series C relate to BillerudKorsnäs' total shareholder return for the period 2013
-2015 ("TSR") in comparison with the total shareholder return for the period
2013-2015 for a peer group of certain listed Nordic companies with businesses
including production and sale of pulp, paper and board as well as packaging
materials and packaging solutions made thereof ("Comparing TSR"), where the
lowest and highest quotation of total shareholder return in the peer group shall
be excluded when calculating the Comparing TSR. The Board of Directors shall be
authorized, in particular situations, to adjust the peer group's composition.
The peer group is composed by the listed Nordic companies in the paper-packing
business Ahlstrom, Holmen, M-real, Rottneros, SCA, Stora Enso and UPM. The
maximum level of allotment under this performance condition is that TSR exceeds
Comparing TSR by 10 percentage points or more and the minimum level is that TSR
exceeds Comparing TSR. If BillerudKorsnäs' TSR exceeds Comparing TSR by 10
percentage points or more, maximum allotment of 1 BillerudKorsnäs share per
Performance Share Rights of series C shall be made. If BillerudKorsnäs' TSR
exceeds Comparing TSR, however with less than 10 percentage points, a linear
reduction of the allotment of BillerudKorsnäs shares shall be made. If
BillerudKorsnäs' TSR amounts to, or is less than Comparing TSR, the Performance
Share Rights of series C shall not entitle to allotment of BillerudKorsnäs
shares.

Terms and conditions for the Share Rights

In addition to what has been stated above, the following terms and conditions
apply for both the Matching Share Rights and the Performance Share Rights:

  · The Share Rights are intended to be allotted, free of charge after the
Annual General Meeting 2013.
  · The participants are not entitled to transfer, pledge or dispose the Share
Rights or perform any shareholder's rights regarding the Share Rights.
  · Allotment, free of charge, of BillerudKorsnäs shares, on the basis of the
Share Rights, will take place after the publication of BillerudKorsnäs' first
quarter report for the year 2016.
  · BillerudKorsnäs will make no adjustments or compensations to the
participants of LTIP 2013 due to dividend regarding the shares that the
respective Share Right qualifies for.
  · The maximum profit per participant is limited to an amount of SEK 230 per
Share Right, equal to a maximum of 18 - 27 monthly salaries. The calculation
shall be done based on the salary on which the calculation of the number of
Saving Shares that the participant has a right to purchase has been done (see
Personal investment and allotment of share rights above). In the event that the
profit, when calculating the allotment according to LTIP 2013, should exceed
this maximum limit of SEK 230 per Share Right, adjustment shall be made by
consequently decreasing the number of BillerudKorsnäs shares that the
participant is entitled to receive.

Detailed terms and administration

The Board of Directors, or the remuneration committee, shall be responsible for
determining the detailed terms and administration of LTIP 2013 to be applicable
between BillerudKorsnäs and the participant, however within the scope of herein
given frames and directions. The Board of Directors shall be authorised to make
the necessary adjustments to fulfil certain rules or market prerequisites in
other jurisdictions. If delivery of shares cannot be accomplished at reasonable
costs and with reasonable administrative efforts to persons outside Sweden, the
Board of Directors shall be entitled to decide that the participating person may
instead be offered a cash based settlement. The Board may also make other
adjustments, including e.g. a right to resolve on a reduced allotment of shares,
if material changes would occur within the BillerudKorsnäs Group or on the
market that, according to the Board’s assessment, would lead to that the
resolved terms and conditions for allotment of shares under LTIP 2013 no longer
fulfils the main objectives.

Scope

In total, LTIP 2013 comprises a maximum of 72,000 Saving Shares, which can
involve allotment of in total a maximum of 325,600 BillerudKorsnäs shares (a
maximum of 72,000 due to the Matching Share Rights and a maximum of 253,600 due
to the Performance Share Rights). An additional 76,000 BillerudKorsnäs shares
are assigned for shares that can be transferred by BillerudKorsnäs in order to
hedge certain costs, mainly social security costs. The maximum number of
BillerudKorsnäs shares which are included in the LTIP 2013 are thus 401,600,
which correspond to approximately 0.2 per cent of the number of outstanding
shares and votes in BillerudKorsnäs.

The number of shares included in the LTIP 2013 which can be transferred to the
participants shall be subject to recalculation due to bonus issues,
consolidation or share split, new issue of shares or similar measures carried
out by BillerudKorsnäs according to accepted practice for similar incentive
programs.

In total, LTIP 2013 comprises a maximum of 401,600 BillerudKorsnäs shares. On 31
December 2012, the previously adopted long-term incentive programs, LTIP 2010,
LTIP 2011 and LTIP 2012, comprised a maximum of 625,375 BillerudKorsnäs shares
and 230,000 BillerudKorsnäs shares which are assigned for shares to be
transferred by BillerudKorsnäs in order to hedge certain costs, mainly social
security costs. The proposed LTIP 2013 together with LTIP 2010, LTIP 2011 and
LTIP 2012 would entail a dilution of shares of approximately 0.06 per cent of
the number of outstanding shares and votes in BillerudKorsnäs.

Hedging

In order to secure delivery of BillerudKorsnäs shares under LTIP 2013, the Board
of Directors proposes that the Board of Directors shall have the right to decide
on alternative methods for transfer of BillerudKorsnäs shares under LTIP 2013.
The Board of Directors therefore proposes to have the right to decide to
transfer own BillerudKorsnäs shares (in accordance with item 18 b) below) or to
enter into so-called equity swap agreements with a third party in order to meet
the requirements under LTIP 2013. The Board of Directors regards the first
alternative to be the most cost efficient and flexible arrangement for the
conveyance of BillerudKorsnäs shares and for covering certain cost, mainly
social security cost.

Estimated costs and values of the LTIP 2013

The Board of Directors has estimated the average value of each Share Right to
SEK 43.80. The estimation is based on generally accepted valuation models using
the closing price for the BillerudKorsnäs share on 18 March 2013, statistics on
the share price development as well as projected dividends. The aggregate
estimated value of the 72,000 Matching Share Rights and 253,600 Performance
Share Rights, based on a 50 per cent fulfillment of the performance conditions
and estimations on turnover of personnel, is approximately MSEK 7.8. The value
is equivalent to approximately 0.06 per cent of the market capitalisation for
BillerudKorsnäs as of 18 March 2013. The costs are treated as a staff cost in
the profit and loss accounts and it is expensed over the first 36 months in
accordance with IFRS 2 on share-based payments. In the profit and loss accounts,
social security costs will accrue in accordance with UFR 7 during the period 1
April 2013 to the release of the interim report for the period January – March
2016. The size of these costs will be calculated on the BillerudKorsnäs share
price development during the period 1 April 2013 to the release of the interim
report for the period January – March 2016 and allotment of the Share Rights.
Based on a theoretical assumption of a yearly increase of 10 per cent of the
share price and a vesting period of three years, the cost for LTIP 2013
including social security costs is approximately MSEK 12.0, which on a yearly
basis equals to approximately 0.2 per cent of BillerudKorsnäs’ total staff costs
for the financial year 2012. The maximum cost for LTIP 2013, based on the above
assumptions, is estimated to be approximately MSEK 37.8, including MSEK 23.5 in
social security costs.

Effects on key ratios

In the event of full participation in LTIP 2013, BillerudKorsnäs' staff costs
are expected to increase with approximately MSEK 4.0 annualy. On a proforma
basis for 2012, these costs equal a negative effect on BillerudKorsnäs’
operating margin of approximately 0.04 percentage points and a decrease of
earnings per share of approximately SEK 0.02.

Nevertheless, the Board of Directors considers that the positive effects on the
result, which are expected to arise from the increase of the shareholding by
managers and key employees and which, in addition, may further be expanded by
the shareholding in LTIP 2013, exceed the costs related to LTIP 2013.

The preparation of the proposal

LTIP 2013, which is based on the previous long-term incentive program, has been
initiated and prepared by the BillerudKorsnäs' Remuneration Committee together
with external advisors. At the Board meeting on 12 March 2013 the Board of
Directors resolved to introduce a long-term incentive program under existing
principles and instructed the Remuneration Committee to further draw up the
terms for the long-term incentive program.

Other incentive programs in BillerudKorsnäs

Please refer to BillerudKorsnäs’ annual report or the company website
www.billerudkorsnäs.com for a description of all other share based incentive
programs in BillerudKorsnäs. BillerudKorsnäs has no other share-based incentive
programs than those described there.

b)            Transfer of shares to the participants in the long-term incentive
program 2013

Background

In order to implement the LTIP 2013 in a cost efficient and flexible manner, the
Board of Directors has considered different hedging methods for the transfer of
shares under the program. Based on these considerations, the Board of Directors
intends to secure delivery of BillerudKorsnäs shares under LTIP 2013, by way of
entering into an equity swap agreement with a third party (in accordance with
the resolution under Hedging above), or, provided that the Annual General
Meeting resolves in accordance with this item on the agenda, by way of transfer
of BillerudKorsnäs' own shares held in treasury.

The Board of Directors proposal

The Board of Directors proposes that the Annual General Meeting resolves on
transfer of shares in accordance with the terms and conditions set out below:

  · Transfer may be made of a maximum of 325,600 BillerudKorsnäs shares held in
treasury to the participants in LTIP 2013 (or the higher number of shares that
may result from the conversion under the terms of the program due to bonus
issues, consolidation or share split, new issue of shares or similar actions
carried out by BillerudKorsnäs, according to accepted practice for similar
incentive programs).
  · Transfer of shares shall be made free of charge in accordance with the
conditions that the participants in LTIP 2013.
  · Further, the BillerudKorsnäs shall have the right, prior to the Annual
General Meeting 2014 in order to hedge certain costs, (mainly social security
costs) relating to BillerudKorsnäs' long term incentive programs, to

-         divest a maximum of 109.000 shares of BillerudKorsnäs' total own
holdings of BillerudKorsnäs shares for the purpose of covering certain costs for
LTIP 2010;

-          divest a maximum of 64.000 shares of BillerudKorsnäs' total own
holding of BillerudKorsnäs shares, for the purpose of covering certain costs for
LTIP 2011;

-          divest a maximum of 57.000 shares of BillerudKorsnäs' total own
holdings of BillerudKorsnäs shares for the purpose of covering certain costs for
LTIP 2012, and

-          divest a maximum of 76,000 shares of BillerudKorsnäs' total own
holdings of BillerudKorsnäs shares for the purpose of covering certain costs for
LTIP 2013.

  · Divestment of the shares under this item, shall be effected at NASDAQ OMX
Stockholm at a price within the price interval registered at each time for the
share.

The reasons for the deviation from shareholders' preferential rights are that
the transfer of the shares is a step to achieve LTIP 2010, LTIP 2011, LTIP 2012
and LTIP 2013. Therefore, and in light of the above, the Board considers it to
be an advantage for BillerudKorsnäs to transfer and divest shares in accordance
with the above proposal in order to meet the requirements of the approved
incentive program.

Item 19

The Board proposes that the Meeting resolves to amend Section 2 in
BillerudKorsnäs' Articles of Association regarding the object of the company's
business, in accordance with the following:

Present        Proposed new wording
wording
§ 2 Object     § 2 Object of operations
The object     The object of the company's operations is to, directly and
of the         indirectly, carry on forest industry operations, which includes
company's      producing and selling pulp, paper and board as well as
business is    packaging materials and packaging solutions made thereof, carry
to directly    on production of electric power and energy generation as well
and            as to carry on other activities associated therewith.
indirectly
carry out
forest
industry
operations,
in
particular
the
manufacture
and sale of
pulp and
paper, and
to carry
out other
associated
operations.

The Articles of Association in its proposed new wording is available on the
company's website at www.billerudkorsnas.com, at the company's office at
Frösundaleden 2 B, Solna, Sweden, and will be sent by post to those shareholders
who so request and state their postal address.

Number of shares

At the time of the issuance of this notice there are 208,219,834 shares in the
company representing one vote each. Thus the total number of votes is
208,219,834. The company owned 1,718,947 of its own shares, which may not be
represented at the Meeting. The total number of votes in the company at the time
of the issuance of this notice are therefore 206,500,887.

Specific majority requirements for the Board's proposals under items 18 and 19

To be valid, the Meeting’s decision concerning item 18(a) must gain the support
of shareholders representing at least half of the votes cast by shareholders
attending the Meeting and to be valid, the Meeting’s decision concerning item
18(b) must gain the support of shareholders representing at least nine-tenths of
both the votes cast and the shares represented at the Meeting. The Board’s
proposal pursuant to item 18(b) is conditional on that the Board’s proposal
regarding the introduction of a Long Term Incentive Program 2013, item 18(a),
has been approved by the Annual General Meeting of the Shareholders. The
Meeting’s decision concerning item 19 must gain the support of shareholders
representing at least two-thirds of both the votes cast and the shares
represented at the Meeting.

Authorisation

The Board of Directors, or the person that the Board will appoint, is authorised
to make the minor adjustments in the resolutions by the Annual General Meeting
pursuant to item 19 as may be required in connection with registration at the
Companies Registration Office.

Documentation

The account on the work of the Nomination Committee ahead of the 2013 Annual
General Meeting including the Nomination Committee’s motivated statement
regarding proposals for the Board etc., information on the proposed directors of
the Board and the proposed wording of the Articles of Association will, from
today, be available on the company's website at www.billerudkorsnas.com, at the
company's office on Frösundaleden 2 B, Solna, Sweden, and will be sent by post
to those shareholders who so request and state their postal address.

The annual report and the auditors’ report for the 2012 financial year, the
reasoned statement of the Board of Directors pursuant to Ch 18 Sec 4 of the
Companies Act (2005:551), the Board of Directors' report of the results of the
Remuneration Committee's evaluation according to the Swedish code of corporate
governance and information regarding deviations from the guidelines, and the
reason for this, according to Ch 8 Sec 51 of the Companies Act (2005:551) and
the auditor's statement pursuant to Ch 8 Sec 54 of the Companies Act (2005:551)
will be made available not later than on Tuesday 16 April 2013 on the company's
website at www.billerudkorsnas.com, at the company's office on Frösundaleden 2
B, Solna, Sweden, and will be sent by post to those shareholders who so request
and state their postal address.

Information on the shareholders’ right to request information

Upon request by any shareholder and where the Board of Directors believes that
such may take place without significant harm to the company, the Board of
Directors and managing director shall provide information at the General Meeting
in respect of any circumstances which may affect the assessment of a matter on
the agenda and any circumstances which may affect the assessment of the
company’s financial position. The duty to provide information shall also apply
to the company’s relationship to other group companies and group accounts and
such circumstances regarding subsidiaries as specified in the previous sentence.

Solna, March 2013

The Board of Directors

For further information, please contact:

Hannu Ryöppönen, Chairman of the Board of Directors, +44 7788 882627
Sophie Arnius, Investor Relations & Financial Media Director, +46 8 553 335 24,
+46 70 590 80 72

This press release is an in-house translation. In case of any discrepancies
between the Swedish original and this translation, the Swedish original shall
prevail. Please note that the Annual General Meeting will be conducted in
Swedish and simultaneously interpreted into English.

The information is such that BillerudKorsnäs Aktiebolag (publ) is obligated to
publish under the Swedish Securities Market Act. Submitted for publication at
11.00 am CET, 27 March 2013.
BillerudKorsnäs – Packaging manufacturers and brand owners are offered added
value in the form of brand-strengthening, productivity-boosting and environment
-enhancing packaging solutions. BillerudKorsnäs has a world-leading market
position within primary fibre-based packaging paper. The company has annual
sales of around SEK 20 billion and is listed on NASDAQ OMX Stockholm.
www.billerudkorsnas.com