Annual General Meeting of Cloetta AB (publ) on 23 April 2015


Cloetta's Annual General Meeting (AGM) was held at 4:00 p.m. on Thursday, 23
April 2015, in Stockholm, Sweden.
Adoption of the balance sheet and profit and loss accounts
The AGM adopted the balance sheet and profit and loss accounts of the parent
company and the Group for the preceding year.

Dividend
The AGM resolved that no dividend would be paid.

Board of Directors
The AGM discharged the members of the Board of Directors and the President from
liability for the preceding financial year. The AGM resolved that the number of
directors would be six, with no deputies. Sitting Board members Adriaan Nühn,
Mikael Svenfelt, Olof Svenfelt and Caroline Sundewall were re-elected. Lottie
Knutson and Mikael Norman were elected as new Board members. The AGM elected
Caroline Sundewall as chairman of the Board. The former Board member Ann
Carlsson resigned at the AGM.

Board fees
The AGM approved Board fees in accordance with the following. The chairman of
the Board will receive SEK 610,000 and each of the other Board members elected
by the AGM will receive SEK 280,000. Fees for work on the Board committees will
be paid in an amount of SEK 100,000 to each member of the audit committee and
SEK 50,000 to each member of the remuneration committee.

Auditor
KPMG AB was re-elected as the company’s auditor to serve for the period until
the end of the next AGM. KPMG AB will appoint Thomas Forslund as auditor in
charge.

Nomination Committee
The AGM approved the proposed rules for the nomination committee.

Guidelines for remuneration to executive management
The AGM approved the Board’s proposed guidelines for remuneration to the
executive management.

Long term share based incentive plan (LTI 2015)
The AGM approved the Board’s proposal regarding LTI 2015. LTI 2015 comprises of
not more than 74 employees consisting of Group management and certain key
employees within the Cloetta Group, divided into three categories. The first
category is comprised of the CEO and the other ten members of the Group
management, the second category is comprised of not more than 34 other employees
who have been considered to have a significant direct impact on the results of
Cloetta. The third category is comprised of not more than 29 employees,
consisting of individuals who have been considered to have an indirect impact on
the results of Cloetta. To participate in LTI 2015, the participant must have a
personal shareholding in Cloetta ("Investment Shares"), which shall be allocated
to LTI 2015. The Investment Shares may be acquired specifically for purposes of
LTI 2015, or be shares already held by the participant, provided that these have
not been allocated to a previous incentive plan. The participant may as a
maximum invest approximately 10 per cent of the participant's annual salary for
2015 before tax, in LTI 2015. For the first category of participants, each
Investment Share gives entitlement to one (1) matching share right ("Matching
Share Right") and six (6) performance share rights ("Performance Share Right")
(together referred to as "Share Rights"). For the second category, each
Investment Share gives entitlement to one (1) Matching Share Right and four (4)
Performance Share Rights. For the third category, each Investment Share gives
entitlement to one (1) Matching Share Right and two (2) Performance Share
Rights.  The Share Rights will be granted to the participant following the
Annual General Meeting 2015 in connection with, or shortly after, an agreement
is made between the participant and Cloetta concerning participation in LTI
2015. Allocation of B-shares, if any, on the basis of Share Rights will, except
for in exceptional circumstances, occur after the announcement of Cloetta's
interim report for the first quarter 2018.

Statutory meeting
At a statutory meeting held in connection with the AGM, Mikael Norman, Caroline
Sundewall and Olof Svenfelt were elected as members of the audit committee with
Mikael Norman as chairman of the committee. The remuneration committee consists
of Mikael Svenfelt, Adriaan Nühn and Caroline Sundewall with Mikael Svenfelt as
chairman of the committee.

The information contained in this press release is such that Cloetta is required
to disclose pursuant to the Swedish Financial Instruments Trading Act and/or the
Swedish Securities Markets Act. The information was submitted for publication on
23 April 2015 at 6.30 p.m. CET.
Media contact
Jacob Broberg, SVP Corporate Communications & Investor Relations, 46 70 190 00
33.
About Cloetta
Cloetta, founded in 1862, is a leading confectionary company in the Nordic
region, the Netherlands, and Italy. In total, Cloetta products are sold in more
than 50 countries worldwide. Cloetta owns some of the strongest brands on the
market, such as Läkerol, Cloetta, Jenkki, Kexchoklad, Malaco, Sportlife, Saila,
Red Band and Sperlari. Cloetta has 11 production units in six countries.
Cloetta’s class B-shares are traded on Nasdaq Stockholm. More information about
Cloetta is available on www.cloetta.com

Attachments

04230001.pdf