NOTICE TO ATTEND THE EXTRAORDINARY GENERAL MEETING IN AGROKULTURA AB (PUBL)

The shareholders in Agrokultura AB (publ), reg. no. 556710-3915, are hereby
given notice to attend the extraordinary general meeting at 10.00 (CET) on
Thursday 26 March 2015 at Advokatfirman Lindahl, Mäster Samuelsgatan 20,
Stockholm.
NOTICE

Shareholders wishing to participate in the meeting must be entered as owners in
the shareholders’ register, kept by Euroclear Sweden AB (the Swedish Central
Securities Depository & Clearing Organisation), on the record day which is
Friday 20 March 2015, and notify the company of their attendance and any
assistant no later than the same day (Friday 20 March 2015). Notification can be
made via letter to Agrokultura AB, ”Extraordinary general meeting”,
Artillerigatan 6, SE-114 51 Stockholm, Sweden or by e-mail to
info@agrokultura.com.

Notification shall include full name, personal identification number or
corporate registration number, address and daytime telephone number and, where
appropriate, information about representatives, proxies and assistants. The
number of assistants may not be more than two. In order to facilitate entry to
the meeting, notification should, where appropriate, be accompanied by powers of
attorney, registration certificates and other documents of authority.

Personal data obtained from the share register kept by Euroclear Sweden AB,
notices and attendance at the meeting and information on representatives,
proxies and assistants will be used for registration, preparation of the voting
list for the meeting and, where appropriate, the minutes of the meeting.

NOMINEE REGISTERED SHARES

Shareholders who have their shares registered in the name of a nominee must
request temporary entry in the transcription of the share register kept by
Euroclear Sweden AB in order to be entitled to participate at the meeting. The
shareholder must inform the nominee well in advance of Friday 20 March 2015, at
which time the register entry must have been made.

PROXY

A shareholder represented by proxy shall issue a power of attorney which shall
be dated and signed by the shareholder. If issued by a legal entity the power of
attorney shall be accompanied by registration certificate or, if not applicable,
equivalent documents of authority. Power of attorney forms for those
shareholders wishing to participate by proxy are available on the company’s
website www.agrokultura.com. The original version of the power of attorney shall
also be presented at the meeting.

PROPOSED 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 persons to verify the minutes

6. Determination whether the meeting has been duly convened

7. Resolution on remuneration to the board of directors

8. Resolution on the number of board members and election of new directors to
the board of the company

9. Resolution a) on change of company category from public limited liability
company to private limited liability company and b) to amend the articles of
association

10. Closing of the meeting

SALERMO S.A. AND MAGNA FINANCE INVESTMENTS LIMITED’S PROPOSALS

The meeting has been convened on a request by the company’s largest
shareholders, Salermo S.A. and Magna Finance Investments Limited (previously
Magna Investments Limited).

Item 7 - Resolution on remuneration to the board of directors

The company’s largest shareholders, Salermo S.A. and Magna Finance Investments
Limited, propose that the meeting resolves on remuneration to the board of
directors as follows.

At the extraordinary general meeting 10 November 2014, it was resolved that the
chairman is entitled to SEK 552,000, and the other directors are entitled to SEK
276,000 each. Moreover, SEK 138,000 was to be paid to the chairman of the audit
committee.

It is proposed that the remuneration to the board members will be adjusted as
follows (the indicated amounts state the fees on an annual basis). The board
remuneration for the time until the next annual general meeting will be SEK
552,000 to the chairman of the board, and SEK 80,000 to each of the other
directors. If the general meeting resolves in accordance with the proposal under
item 8, the total remuneration will amount to SEK 712,000, which is a decrease
compared to the remuneration resolved upon by the extraordinary meeting on 10
November 2014.

The new remuneration levels state the fees on an annual basis, and board
remuneration for the time from the entering into force of the resolution under
this item 7 until the annual general meeting 2015 will be paid in proportion to
the term of office. Board remuneration and remuneration for committee work for
the time from the extraordinary general meeting on 10 November 2014 to the
entering into force of the resolution under this item 7 will be paid based on
the remuneration levels resolved upon by the extraordinary general meeting on 10
November 2014, but in proportion to the term of office.

A director may invoice the director’s fee through own company provided that
there are tax-related conditions for doing so and that it is cost-neutral for
the company. If a director invoices the director’s fee through a company, the
fee will be increased by an amount equal to statutory social security
contributions.

Item 8 - Resolution on the number of board members and election of new directors
to the board of the company

The company’s largest shareholders, Salermo S.A. and Magna Finance Investments
Limited, propose that the meeting resolves on election of new directors to the
board as follows.

It is proposed that the board will consist of three directors for the time until
the end of the next annual general meeting. Mr. Vladimir Kuznetsov is elected as
a new director of the board until the end of the next annual general meeting. It
is noted that Werner Kuester and Simon Hallqvist will resign from the board and
leave their seats for disposal in connection with the meeting. It is further
noted that Klaus John shall remain as director of the board and that Achim Lukas
shall remain as director and chairman of the board in accordance with the
election at the extraordinary general meeting on 10 November 2014.

Vladimir Kuznetsov

Mr. Kuznetsov is a Russian citizen and from April 2001 to May 2009, Mr.
Kuznetsov was the Deputy General Director of the Finance Department of Prodimex
Holding, one of the largest corporate farmers in Russia and a major participant
in the sugar refining industry in Russia. Since May 2009, Mr. Kuznetsov is the
Financial Director of Art Pro LTD, an independent consulting company. Mr.
Kuznetsov has a legal and a financial degree.

Mr. Kuznetsov does not own any shares in the company.

Item 9 - Resolution a) on change of company category from public limited
liability company to private limited liability company and b) to amend the
articles of association

a)

The company’s largest shareholders, Salermo S.A. and Magna Finance Investments
Limited, propose that the general meeting resolves to change company category
from public limited liability company to private limited liability company. The
resolution requires that the company’s articles of association are amended.

A resolution in accordance with the proposal is valid only if supported by all
shareholders represented at the general meeting holding at least nine-tenths of
all the shares in the company.

The resolution shall be conditioned upon the general meeting’s resolution to
amend the articles of association in accordance with the proposal (Item 9 b).

b)

The company’s largest shareholders, Salermo S.A. and Magna Finance Investments
Limited, propose that the general meeting resolves to amend the articles of
association by removing “The company is a public limited liability company.” in
Section 1 of the articles of association and section 8 in the articles of
association regarding notice to attend a general meeting shall be amended as
follows.

“Notice to attend a general meeting shall be issued by mail to the shareholders.
The Board of Directors may before a general meeting resolve that the
shareholders are entitled to vote per mail.

Notice to attend an annual general meeting and notice to attend an extraordinary
general meeting at which the issue of alterations of the articles of association
is to be addressed shall be issued not earlier than six weeks and not later than
two weeks prior to the meeting. Notice to attend an extraordinary general
meeting other than such as mentioned above shall be issued not earlier than six
weeks and not later than two weeks prior to the general meeting.”

NUMBER OF SHARES AND VOTES IN THE COMPANY

The total number of shares in the company at the time of issuance of this notice
is

146,263,128. The company does not hold any of its own shares.

SHAREHOLDERS’ RIGHT TO REQUEST INFORMATION

Shareholders are reminded of their right pursuant to Chapter 7 Section 32 of the
Swedish Companies Act to request information from the board of directors and the
CEO regarding circumstances which may affect the assessment of an item on the
agenda.

The Board of Directors

Stockholm in February 2015

Agrokultura AB (publ)
About Agrokultura AB (publ)
Agrokultura invests in farmland and produces agricultural commodities in Russia
and Ukraine. The Group aims to generate an attractive return on invested capital
by optimally utilizing its agricultural land bank through crop production,
livestock and related operations. Shares in Agrokultura are listed in Sweden on
the NASDAQ OMX First North exchange under the ticker AGRA and the Group’s
Certified Adviser is Remium Nordic AB.