SinterCast Annual General Meeting 19 May 2011


                        
Notice of the Annual General Meeting of SinterCast AB (publ)
The  shareholders of SinterCast  AB (publ) ("SinterCast")  are hereby invited to
attend  the Annual  General Meeting  to be  held on Thursday 19 May 2011, 15:00
hours,  at the  premises of  the Royal  Swedish Academy  of Engineering Sciences
(IVA), Grev Turegatan 16, Stockholm, Sweden.

Right to Participate and to Vote
Shareholders who wish to participate in the Annual General Meeting
  * must be recorded in the share register maintained by Euroclear Sweden AB on
    13 May 2011; and
  * must notify SinterCast of their attendance no later than 12:00 noon on 13
    May 2011.

In   addition,  any  shareholders  whose  shares  are  nominee  registered  must
temporarily  have  the  shares  re-registered  in  their own names before 13 May
2011, in  order to be entitled to participate in the Annual General Meeting. The
nominee  should be requested to re-register  the shares in sufficient time prior
to 13 May 2011.

Notice of Participation
Notification  can be made by  mail to SinterCast AB  (publ), P.O. Box 10203, SE-
100 55 Stockholm,  Sweden,  via  telephone  +46 (0)8  660 77 50, by fax +46 (0)8
661 79 79, or e-mail:agm.registration@sintercast.com.

In   the   notification,   shareholders   (or,   where  applicable,  proxies  of
shareholders)  should  state  their  name,  personal  identity  number  (Swedish
citizens  only) or corporate identity  number, address, telephone number, number
of  shares and the number of advisors, if  any (a shareholder may bring not more
than  two advisors provided that the number  of advisors is notified in the same
way as stated above).

Representatives
Shareholders  represented  by  proxy  should  submit  a  written  dated power of
attorney  to SinterCast well before the  Annual General Meeting, preferably with
the  notification  (no  later  than  13 May  2011). Power  of attorney forms are
available  at  www.sintercast.com  and  can  also  be  provided  by mail. Anyone
representing  a  corporate  entity  must  provide  a  copy  of  the registration
certificate or equivalent documentation of authority.

Proposed Agenda for the Meeting
  1. Opening of the Annual General Meeting
  2. Election of the Chairman of the Annual General Meeting
  3. Preparation and approval of the list of shareholders entitled to vote at
     the meeting
  4. Approval of the Agenda
  5. Election of attendees to verify the minutes together with the Chairman
  6. Determination of whether the meeting has been duly convened
  7. Guest Presentation: Jeffrey Breneman, Executive Director, United States
     Coalition for Advanced Diesel Cars
  8. The Managing Director's Report
  9. Presentation of the Annual Report, the Auditor's Report, the Consolidated
     Annual Report and the Auditor's Report for the Group
 10. Decisions regarding:

      a. Adoption of the Profit and Loss Statement and the Balance Sheet, and
         the Consolidated Profit and Loss
         Statement and the Consolidated Balance Sheet
      b. Allocation of the result in accordance with the adopted Balance Sheet
      c. Discharge from liability of the Board Members and the Managing Director

 11. Decision regarding the number of Board Members and alternate Board Members
     (if any)
 12. Decision regarding the remuneration of the Board Members and the Auditors
 13. Election of Board Members, alternate Board Members (if any), Chairman and
     Vice Chairman
 14. Election of Nomination Committee Members
 15. Decision regarding the remuneration policy in respect of Senior Management
 16. Decision regarding changes of the Articles of Association
 17. Decision regarding adjustment of the Employee Stock Option Programme
 18. Decision to authorise the Board of Directors to decide upon acquisition and
     disposal of SinterCast shares
 19. Closing of the Annual General Meeting



Proposals
Election of Chairman of the Annual General Meeting (item 2)
The  Nomination Committee proposes Jan Rynning as Chairman of the Annual General
Meeting.

Decision Regarding Allocation of the Result (item 10 b)
SEK  57,065,724 are at the disposal of the  Annual General Meeting and the Board
of  Directors  proposes  that  there  shall  be  a dividend of SEK 0.5 per share
(totally  SEK 3,487,827) for the financial year 2010 and that the Parent Company
shall  retain the remaining part of non-restricted equity of SEK 53,577,897. The
Board  of Directors proposes  24 May 2011 as the  record date for entitlement to
receive  dividends. If the Annual General Meeting decides in accordance with the
proposal,  it is  estimated that  the dividend  will be distributed by Euroclear
Sweden AB on 27 May 2011.

Decision  Regarding the Number of Board  Members and alternate Board Members (if
any) (item 11)
The  Nomination  Committee  proposes  six  ordinary Board Members, including the
Chairman and the Vice Chairman, and no alternate Board Members.

Decision  Regarding the Remuneration of the Board Members and the Auditors (item
12)
The  Nomination Committee  proposes that,  for the  period until the next Annual
General  Meeting, the Board receives a  total remuneration of SEK 725,000. It is
proposed  that this remuneration  be divided between  the Chairman (SEK 225,000)
and the four ordinary Board Members (SEK 125,000 each), with no remuneration for
the  Managing Director. The  Nomination Committee proposes  that the Auditors be
paid against approved invoice.

Election  of Board Members, alternate Board  Members (if any), Chairman and Vice
Chairman (item 13)
The  Nomination  Committee  proposes  re-election  of the present Board Members:
Ulla-Britt  Fräjdin-Hellqvist, Aage Figenschou, Andrea Fessler, Robert Dover and
Steve  Dawson as  ordinary members.  Laurence Vine-Chatterton  is proposed to be
elected  as ordinary Board  Member. Ulla-Britt Fräjdin-Hellqvist  is proposed to
remain  as Chairman of  the Board and  Aage Figenschou is  proposed to remain as
Vice Chairman of the Board.

Laurence  Vine-Chatterton (born  1949), resident in  Germany, has  a Bachelor of
Arts  degree and qualified as a Chartered Accountant in UK in 1975 and in Canada
in  1977. From  1986 to  1998 he  held  senior  executive positions in UK public
companies within the manufacturing and automotive industries. From 1999 to 2008
he  was president of  Intermet Europe GmbH,  a leading European  foundry for the
production   of   safety-critical   castings   for  automotive  and  heavy  duty
applications.   Vine-Chatterton  was  a  non-executive  director  of  Automotive
Components  Europe  S.A.  from  2009 to  2010. From  1 April  2011 he  is a non-
executive  director of Surrey  and Borders Partnership  NHS Trust (a UK regional
health  authority). Vine-Chatterton  has provided  consulting services regarding
strategic  business development  to SinterCast.  Neither Vine-Chatterton nor his
close  relatives holds any  shares in SinterCast.  Vine-Chatterton is considered
independent of SinterCast, its senior management and major shareholders.

Election of Nomination Committee Members (item 14)
The  Nomination Committee proposes the Nomination  Committee to consist of three
members   and   to   re-elect  as  members  Lars  Ahlström  as  Chairman,  as  a
representative  of large  shareholders, Torbjörn  Nordberg, with  the mandate to
represent  small shareholders and Ulla-Britt  Fräjdin-Hellqvist, in her capacity
of  Chairman of  the Board  Directors. It  is also  proposed that the Nomination
Committee  is  given  mandate  to  use  external  advisors,  against invoice, to
evaluate  the Board of Directors or to  search for potential Board Members. If a
member  of the Nomination Committee should leave the Nomination Committee before
its  work is concluded, the remaining members  shall decide whether a new member
should be appointed and, in such a case, appoint a new member.

Decision Regarding the Remuneration Policy in Respect of Senior Management (item
15)
The  Board of Directors proposes that the  Annual General Meeting decides upon a
remuneration  policy  in  respect  of  the  Managing  Director  and other senior
executives  such that  remuneration shall  consist of  a balanced combination of
fixed  remuneration,  variable  remuneration,  long-term  incentive  programmes,
pension  and other benefits. The total remuneration  shall be in accordance with
market  practice and shall be based on performance. The fixed remuneration shall
be   individually   determined   and   shall   be  based  on  each  individual's
responsibility,  role, competence  and position.  Variable remuneration shall be
based  on predetermined targets  on the Group  and individual level, considering
the  effect  on  the  long  term  result.  In extraordinary situations a special
compensation  may be  paid out  to attract  and retain  key competence. Variable
remuneration  and special compensation (i.e. excluding remuneration according to
long-term  incentive programmes) may not exceed  an amount corresponding to 75 %
of the fixed annual salary. In 2009, the shareholders approved an employee stock
option  programme, where employee stock options  were issued to all employees of
the  SinterCast Group.  More information  about the  incentive programme  can be
found on the company's web-site (www.sintercast.com).

Pension  benefits  are  in  the  form  of  defined contribution plans. A defined
contribution   plan  is  a  pension  plan  under  which  the  Group  pays  fixed
contributions  into a  separate entity.  The Group  has no legal or constructive
obligations  to pay further  contributions if the  fund does not hold sufficient
assets  to pay all  employees the benefits  relating to employee  service in the
current and prior periods.

Upon  termination by the company, the notice period for the Managing Director is
twelve  months, and six  months for other  senior executives. Severance pay does
not  exist. In the event of a change in controlling interest of the company, the
mutual  notice period for the Managing Director shall increase to 24 months.  In
the case of notice being provided by the company, no deduction shall be made for
remuneration  paid  by  another  employer,  provided  that the new employment is
approved by SinterCast.

The  Board  of  Directors  and,  on  behalf  of  the  Board  of  Directors,  the
Compensation  Committee, shall  be entitled  to deviate  from the  guidelines if
there are specific reasons or needs in an individual case.

Decision regarding changes of the Articles of Association (Item 16)
The Board of Directors proposes that section 6 of the articles of association be
amended so that the current wording will be replaced with the following wording:
"The  Board of Directors  shall consist of  not less than  five (5) and not more
than seven (7) Ordinary Members and not more than two (2) Alternates."

The Board of Directors proposes that section 7 of the Articles of Association be
amended so that the current wording will be replaced with the following wording:
"The  Company shall appoint one  (1) or two (2)  Auditors with not more than two
(2)  Alternate Auditors. A  registered accounting firm  may also be appointed as
Auditor."

The Board of Directors proposes that section 8 of the Articles of Association be
amended so that the current wording will be replaced with the following wording:
"General Meeting of shareholders shall be held in Stockholm.

Notice  convening a General  Meeting shall be  published in the Swedish Official
Gazette  (Sw: Post- och Inrikes Tidningar) as  well as on the Company's website.
The fact that notice has been given shall be advertised in Svenska Dagbladet."

The  Board of Directors  proposes that section  11, paragraph 2, items 8 - 10 of
the  Articles of  Association be  amended so  that the  current wording  will be
replaced with the following wording:
"8.  Determination of the number of Directors and Alternate Directors as well as
Auditors and Alternate Auditors.
9. Determination of the remuneration of the Board of Directors and the Auditors.
10. Election  of  Directors  and  Alternate  Directors  as  well as Auditors and
Alternate Auditors."

The  Board of Directors proposes that the  time limit 12:00 noon in section 11,
paragraph 3 of the Articles of Association is deleted so that notice to attend a
General  Meeting may be submitted until the end of the day set out in the notice
convening the meeting and the paragraph will read:
"Shareholders who wish to participate in a General Meeting must be recorded in a
transcription  or other presentation  of the register  of shareholders in effect
five  weekdays  prior  to  the  Meeting  and  must  notify  the Company of their
intention  to attend no  later than on  the day stipulated  in the notice of the
Meeting.  The latter-mentioned  day may  not fall  on a  Sunday, public holiday,
Saturday,  Midsummer's Eve,  Christmas Eve  or New  Year's Eve,  nor may it fall
earlier than the fifth working day prior to the Meeting."

Decision Regarding Adjustment of the Employee Stock Option Programme (item 17)
In  2009, the Extraordinary Meeting  of Shareholders approved  an employee stock
option  programme, with the first 15 percent exercised during December 2010. Due
to  the  relatively  complicated  process  to  administrate  the option exercise
including  up-front  financing  with  borrowed  shares,  share registration, tax
matters  etc., the Board of Directors  proposes that the General Meeting decides
to  authorise the Board of  Directors to, in respect  of such option holders who
prefer to receive cash instead of shares, enter into agreements with such option
holders,  meaning that an  option holder who  wishes to exercise  a stock option
will  receive an amount in  cash corresponding to the  value of the stock option
from SinterCast, instead of receiving a share in SinterCast, conditioned to that
the  Company's  cash  position  is  secure.  This  requires that an agreement is
entered  into with the respective option  holders. Hence, there is no obligation
for  the  option  holders  to  receive  an  amount  in cash instead of shares in
SinterCast.  The Board of  Directors estimates that  the costs for the incentive
programme will be lower if the proposed change is implemented.

Decision  to Authorise  the Board  of Directors  to decide  upon acquisition and
disposal of SinterCast shares (item 18)
The  Board of Directors proposes that  the Annual General Meeting authorises the
Board to, on one or more occasions prior to the next Annual General Meeting,
  * decide upon the acquisition of SinterCast shares. SinterCast may only
    acquire such number of shares so that the company's shareholding at any
    given time does not exceed 10 percent of the total shares in the company.
    Acquisition of shares may be made on NASDAQ OMX Stockholm at a price within
    the registered price interval on each occasion,
  * decide upon disposal of a maximum of all SinterCast shares held by the
    Company at any given time, on NASDAQ OMX Stockholm or in other ways, for
    example in connection with the potential acquisition of a company or
    business, with or without a deviation from the shareholders' preferential
    rights and with or without payment in kind or payment by set-off. Disposal
    of shares on NASDAQ OMX Stockholm may only be made at a price within the
    registered price interval on each occasion. Disposal of shares in other ways
    may be made at a market price estimated by the board.


The purpose of the authorisation is for SinterCast to be able to acquire its own
shares  at any given time so as to adapt the capital structure of the company to
the  capital requirements and to be able to transfer shares in connection with a
potential acquisition of a company or business.

Miscellaneous
Complete decision proposals from the Nomination Committee regarding items 2 and
11-14 and complete decision proposals from the Board of Directors regarding
items 10 b), 15 and 18 are stated above. The accounts (including the Board of
Directors' statement according to chapter 18 section 4 of the Swedish Companies
Act), the auditor's report, the complete decision proposals regarding items
16-17 as well as documents pursuant to chapter 8 section 54 and chapter 19
section 22 of the Swedish Companies Act will be available at SinterCast as from
28 April 2011 and will be sent free of charge to shareholders requesting such
information and stating their postal address. The documents will also be
available on the SinterCast website (www.sintercast.com) from the same date or
can be requested from SinterCast AB (publ), P.O. Box 10203, SE-100 55 Stockholm,
Sweden.

On  the date of  issue of this  notice, the total  number of shares and votes in
SinterCast were 6,975,653.

A  valid resolution pursuant to item 16 and  18 requires that it is supported by
shareholders   representing  at  least  two  thirds  of  the  votes  and  shares
represented  at the Annual General Meeting.  A valid resolution pursuant to item
17 requires  that it  is supported  by shareholders  representing at  least nine
tenths of the votes and shares represented at the Annual General Meeting.

The Board of Directors and the CEO shall, if any shareholder so requests and the
Board  of Directors considers  that this may  be done without significant damage
being  incurred by SinterCast, provide information at the Annual General Meeting
regarding  circumstances that may affect an assessment  of an item on the agenda
or  circumstances  that  may  affect  an  assessment  of  SinterCast's financial
situation.  This duty of disclosure also applies to SinterCast's relationship to
other   group  companies,  the  consolidated  accounts  and  such  circumstances
regarding subsidiaries which are set out in the foregoing sentence.


                              Stockholm April 2011
                              SinterCast AB (publ)
                             The Board of Directors

This  is an unofficial translation of the  Swedish original notice to the Annual
General  Meeting.  In  the  event  of  any  difference between the versions, the
Swedish version shall prevail.


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