Press release from the Annual General Meeting of Clas Ohlson AB (publ) on 12 September 2009

On Saturday 12 September 2009, Clas Ohlson AB held its Annual General Meeting for the 2008/2009 financial year at Insjön, when the following primary resolutions were adopted. For more detailed information on the content of the resolutions, please refer to the press release published on 10 August 2009 and the complete Notification of the Annual General Meeting. The notification of the Annual General Meeting and the complete motions pertaining to the Annual General Meeting resolutions listed below are available on Clas Ohlson AB's website, www.clasohlson.co.uk. Adoption of the balance sheet and income statement The Annual General Meeting adopted the balance sheet and income statement for the Parent Company and the Group for the 2008/2009 financial year. Dividend At the Annual General Meeting, the proposed dividend to shareholders of SEK 3.00 per share was approved. The record date for the dividend is 16 September 2009. The dividend is estimated to be paid from Euroclear Sweden AB on 21 September 2009. Board of Directors The Annual General Meeting discharged the Board members and the CEO from liability for the 2008/2009 financial year. The Annual General Meeting resolved that the Board of Directors shall comprise eight Board members with no Deputy Board members. The General Meeting re-elected Board members Anders Moberg, Björn Haid, Lottie Svedenstedt, Elisabet Salander Björklund, Urban Jansson, Cecilia Marlow and Klas Balkow. Edgar Rosenberger was elected new Board member. Anders Moberg was re-elected Chairman of the Board. Board fees The Annual General Meeting resolved that Board fees will be paid totalling SEK 2,562,500, of which SEK 500,000 shall be paid to the Chairman and SEK 250,000 to each Board member elected by the General Meeting and not employed by the company. Furthermore, the Annual General Meeting resolved that remuneration will be paid to members of the Audit Committee, who are not employed by the company, in the amount of SEK 125,000 for the Chairman and SEK 62,500 to each of the remaining Committee members. Finally, the Annual General Meeting resolved that remuneration will be paid to members of the Remuneration Committee, who are not employed by the company, in the amount of SEK 125,000 to the Chairman and SEK 62,500 to each of the remaining Committee members. Guidelines for remuneration to senior executives The Annual General Meeting approved the guidelines proposed by the Board of Directors for remuneration to senior executives. Nomination Committee The Annual General Meeting approved the motion put forward pertaining to the Nomination Committee. Long-term incentive programme 2010 Furthermore, the Annual General Meeting resolved, in accordance with the Board’s motion, to adopt a performance-based long-term incentive plan (“LTI 2010”). The adopted remuneration principles, including the long-term incentive plan LTI 2010, are aimed at attracting and retaining senior executives in a cost-efficient and competitive manner. The Board of Directors will annually evaluate whether long-term incentive plans shall be proposed at future General Meetings. Acquisition and transfer of treasury shares The Annual General Meeting resolved, in accordance with the Board’s motion, to authorise the Board, during the period until the next Annual General Meeting, to make decisions pertaining to A. Acquisition of treasury shares according to the following: - Acquisition may occur of not more than 832,000 Series B shares. - The shares must be acquired at NASDAQ OMX Stockholm AB. - Acquisition of shares may occur only at a price per share that at every point in time is within the registered span of share prices. - Payment for the shares must be made in cash. Acquisitions may occur to ensure the company’s commitments (including social security fees) resulting from LTI 2010. B. Transfer of treasury shares according to the following: - The Series B treasury shares held at the time of the Board of Directors’ decision may be transferred. - The shares may be transferred via NASDAQ OMX Stockholm AB. - Shares transferred through trading on the Exchange may only occur at a price per share that at every point in time is within the registered span of share prices. - Payment for the shares must be made in cash. The purpose of the transfer is to continuously adapt the number of shares acquired to safeguard commitments within the framework of LTI 2010. C. Transfer of treasury shares according to the following: - A maximum of 640,000 Series B shares may be transferred. - Entitlement to receive shares shall accrue to the participants of LTI 2010. - Shares can be acquired between 17 June 2013 and 28 April 2017. Payment for shares acquired must be made not earlier than 17 June 2013 and not later than 12 May 2017. - Transfer of share rights issued in accordance with LTI 2010 will occur free of charge. - Transfer of shares based on options issued in accordance with LTI 2010 will occur at a price corresponding to 110% of the volume-weighted average price paid for the company’s Series B share as established on NASDAQ OMX Stockholm AB over a period of 10 trading days prior to the start of the acquisition period (1 May 2010). The transfer of treasury shares and the reason for disapplying the shareholders’ pre-emptive rights are a phase in LTI 2010. The company currently holds 645,000 Series B shares. Board of Directors for Clas Ohlson AB (publ) For more information, please contact: Klas Balkow, President and CEO Tel: +46 (0)247-444 00 or John Womack, Director of Information and IR Tel: +46 (0)70-678 2499

About Us

Clas Ohlson was founded in 1918 as a mail order business based in Insjön, Sweden. This year, we are celebrating 100 years as a business with customers in five markets, approximately 5,000 co-workers and annual sales of approximately 8 billion SEK. Our share is listed on Nasdaq Stockholm. A lot has happened since the start in 1918, but one thing has remained the same over the years; that we want to help and inspire people to improve their everyday lives by offering smart, simple, practical solutions at attractive prices. Read more about our history on clasohlson100.com/en or visit about.clasohlson.com for current events and information.

Contacts

  • Clas Ohlson

Subscribe