Annual General Meeting of Swedish Match AB (publ)

The Board of Directors proposes a dividend of 2.10 SEK per share.The Board also proposes that the current mandate to repurchase up to10 percent of all shares in the Company be prolonged. In addition theBoard will also propose cancellation of up to 24,000,000 previouslyrepurchased shares, with a simultaneous capitalization issue in anamount corresponding to the number of cancelled shares or 28,800,000SEK. Furthermore, the Board will propose that the Parent Company'slegal reserves, which amount to 80 MSEK, be reduced through transferto non-restricted reserves and to be used for repurchase of shares.

The Election Committee of Swedish Match AB proposes the electionof Andrew Cripps and Conny Karlsson to the Board of Directors.Furthermore, the Election Committee proposes re-election of BerntMagnusson (Chairman), Sven Hindrikes, Tuve Johannesson, Arne Jurbrant,Karsten Slotte, Kersti Strandqvist and Meg Tiveus. Jan Blomberg hasdeclined to be re-elected.

The Election Committee is appointed by the Annual General Meetingand consists of Joachim Spetz, Chairman, (Handelsbanken Fonder),Marianne Nilsson (Robur Funds), Pernilla Klein (Third AP-fund) andBernt Magnusson as ordinary members. Carl Rosen (Second AP-Fund) hasserved as deputy member of the Committee. William N. Booth (WellingtonManagement Company) and Mads Eg Gensmann and Edoardo Mercadante(Parvus Asset Management) have been co-opted to the Committee duringthe course of the year.

The complete notice of the Annual General Meeting can be found onthe corporate web site: www.swedishmatch.com, and is also enclosed.

Swedish Match is a unique company with its range of market-leadingbrands in the product areas of snuff and chewing tobacco, cigars andpipe tobacco - tobacco's niche products - as well as matches andlighters. The Group's global operations generated sales of 13,311MSEKfor the twelve month period ending December 31, 2005. Swedish Matchshares are listed on Stockholmsborsen (SWMA).

Swedish Match AB (publ), SE-118 85 Stockholm

Visiting address: Rosenlundsgatan 36, Telephone: + 46 8 658 02 00

Corporate Identity Number: 556015-0756

www.swedishmatch.com

Annual General Meeting of Shareholders of Swedish Match AB (publ)

The shareholders of Swedish Match AB are hereby notified of theAnnual General Meeting of Shareholders to be held on Thursday 20thApril 2006 at 4:30 p.m. in Hall K1 at Stockholm International TradeFairs in Alvsjo ("Stockholmsmassan"), Stockholm, Sweden. Entry via themain entrance at Massvagen 1.

Agenda

1. Election of the Chairman of the Meeting.

2. Preparation and approval of the list of shareholders entitledto vote at the Meeting.

3. Election of one or two "minute checkers" who, in addition tothe Chairman, shall verify the Minutes.

4. Determination of whether the Meeting has been duly convened andissues relating to attendance at the meeting.

5. Approval of the Agenda.

6. Presentation of the Annual Report and the Auditors' Report andof the Consolidated Financial Statements and the Auditors' Report onthe Consolidated Financial Statements for 2005.

In connection therewith, the President's speech and the Board ofDirectors' report regarding its work and the work and function of theAudit Committee.

7. Adoption of the Income Statement and Balance Sheet and of theConsolidated Income Statement and Consolidated Balance Sheet.

8. Allocation of the company's profit as shown in the BalanceSheet adopted by the Meeting.

9. Presentation of the work and function of the CompensationCommittee and adoption of principles for remuneration and other termsof employment for the Company management.

10. The Board of Directors' proposal regarding the adoption of thestock option programme for 2006.

11. The Board of Directors' proposal regarding the issue by thecompany of call options on repurchased shares in the Company for the2005 stock option programme, and the right of the Company to transfershares in the Company in conjunction with a potential demand for theredemption of the call options.

12. The Board of Directors' proposal to authorise the Board ofDirectors to make decisions concerning the acquisition of shares inthe Company.

13 a) The Board of Directors' proposal that the Company's sharecapital shall be reduced by way of a recall of repurchased shares, andthat the reduced amount shall be transferred to a fund for use inrepurchasing the Company's own shares; and b) the Board of Directors'proposed decision concerning a bonus issue.

14. The Board of Directors' proposal that the Company's statutoryreserve shall be reduced by SEK 80,364,332:20, and that the reducedamount shall be transferred to a fund for use in repurchasing theCompany's own shares.

15. The question of discharging the Members of the Board and thePresident from liability.

16. Determination of the number of Board Members to be elected bythe Meeting.

17. Determination of the fees to be paid to the Board ofDirectors, specifying the distribution between the Chairman and otherBoard Members and compensation for committee work.

18. Election of Members of the Board and the Chairman of theBoard.

19. The question of how members of the Election Committee shall beappointed and the question of remuneration, if any.

20. Adoption of the revised version of The Instructions forSwedish Match AB's Election Committee.

21. The Board of Directors' proposal that shareholders withsmaller shareholdings be invited to sell their entire shareholdings tothe Company free of brokerage charges, and that the Board be taskedwith drawing up the terms and conditions and determining the timing ofsuch an offer.

22. The Board of Directors' proposal regarding amendments to theArticles of Association.

23. The Board of Directors' proposal that it should be authorisedto make decisions concerning the raising of participating loans.

The Election Committee elected at the Annual General Meeting ofShareholders in 2005 proposes the following:

Item 1: Ingemar Mundebo is proposed as the Chairman of theMeeting.

Item 16: The Board of Directors shall comprise nine Members.

Item 17: It is proposed that the fees to the Board of Directors bepaid as follows for the period until the close of the next AnnualGeneral Meeting: the Chairman shall receive a fee of SEK 875,000 andthe other Board Members elected by the Meeting shall each receive afee of SEK 330,000. It is furthermore proposed that the Board beallocated SEK 500,000 as compensation for committee work carried out,and that it shall be divided between the Board Members in the mannerdecided by the Board. It is, however, proposed that Board Membersemployed by the Swedish Match Group shall not receive any directors'fees.

Item 18: The following Board Members are proposed for re-election:Bernt Magnusson, Sven Hindrikes, Tuve Johannesson, Arne Jurbrant,Karsten Slotte, Kersti Strandqvist and Meg Tiveus. The following areproposed for election as new members: Andrew Cripps and ConnyKarlsson. Bernt Magnusson is proposed as Chairman of the Board.

Item 19: The Election Committee proposes that the Chairman of theBoard shall be given a mandate to contact the Company's four largestshareholders and ask them each to appoint one representative to makeup the Election Committee, together with the Chairman of the Board,for the period until a new Election Committee has been appointed inaccordance with a mandate from the next Annual General Meeting. If anyof these shareholders waives his or her right to appoint arepresentative, the next largest shareholder in terms of the number ofvotes shall be asked to appoint a representative. The names of themembers of the Election Committee shall be published no later than sixmonths prior to the 2007 Annual General Meeting. The four largestshareholders are identified on the basis of their known numbers ofvotes immediately prior to publication.

No remuneration shall be payable to the members of the ElectionCommittee. Any expenses incurred in the course of the ElectionCommittee's work shall be borne by the Company.

Item 20: The Election Committee proposes that the Meeting shouldadopt the revised version of The Instructions for Swedish Match AB'sElection Committee. The amendments are primarily due to the ElectionCommittee's proposals concerning new procedures with regard to theappointment of members of the Election Committee (item 19 above) andrelate, among other things, to when and how members of the ElectionCommittee shall be substituted.

Board of Directors' proposals:

Item 8: The Board of Directors proposes that a dividend be paid tothe shareholders in the amount of SEK 2.10 per share. The Board ofDirectors further proposes that the remaining profits be carriedforward to a new account, minus the funds that may be utilised for abonus issue, provided that the 2006 Annual General Meeting passes aresolution in accordance with the Board of Directors' proposalconcerning a reduction of the share capital pursuant to item 13 a)below, as well as a resolution concerning a bonus issue in accordancewith the Board of Directors' proposal pursuant to item 13 b) below.The proposed record date for entitlement to receive a cash dividend is25th April 2006. The dividend is expected to be paid through VPC (theSwedish Securities Register Center) on 28th April 2006.

Item 9: The Board of Directors proposes that the followingprinciples for remuneration and other terms of employment be adoptedfor the Company management:

Swedish Match's remuneration principles shall help ensure that thecompany is able to recruit and retain employees with the optimumskills and qualifications for their respective duties. Theremuneration structures shall encourage employees to do their utmostto safeguard the shareholders' interests.

The fundamental principles stated below shall apply toremuneration and other terms of employment for the Group management,(i.e. the President, Divisional Managers and Vice Presidents in chargeof Group functions reporting directly to the President) in allagreements henceforth entered into. These principles already apply atpresent although in some cases, agreements with somewhat differentcontents that were previously entered into still apply. The contentsof these agreements are presented in Swedish Match's Annual Report for2005.

The compensation models shall unify the Group, be simple,long-term and quantifiable and shall correspond to market rates.Improvements shall be rewarded, and there shall be a "ceiling" onvariable salary components. The total remuneration paid to Groupmanagement officials shall comprise the following components: fixedsalary, variable salary, employee stock options, pension benefits,terms in conjunction with notice of termination and severance pay, andother benefits.

Fixed salary: The fixed salary for Group management officialsshall correspond to market rates and shall be based on competence,responsibility and performance.

Variable salary: Group management officials shall be covered by anannual incentive programme under which improvements in relation to theprevious year are rewarded. The final figure for the President and theVice Presidents in charge of Group functions shall be based on theimprovement in the Group's net profit, while for the DivisionalManagers, half of the incentive programme shall be based on theimprovement in the Group's net profit and half on specified goals fortheir individual Division's operating result. In addition to this, itshall be possible to have local incentive programmes coveringindividual Group management officials. The variable salary ismaximised to a given percentage of the fixed annual salary.

Employee stock options: Group management officials are covered byan ongoing employee stock option programme under which call options inSwedish Match AB may be allocated. The options have a five-year termand can be redeemed during the fourth and fifth years of the term. Thetotal value of the options allocated shall be maximised and the finalfigure calculated on the basis of two equally weighted criteria: thetotal stock return of the Swedish Match share in relation to aselection of other companies in the industry, and the improvement inthe Group's net profit in relation to the previous year.

Pensions: Members of the Group management resident in Sweden shallbe covered by the ITP plan (supplementary pensions for salariedemployees) for portions of their salary up to 30 times the income baseamount and by defined-contribution pensions for portions of theirsalary in excess thereof. Pensions for members of the Group managementresident abroad shall preferably comprise defined-contributionpensions and the premium shall be based on the fixed salary.

Severance pay, etc: For members of the Group management, a mutualperiod of notice of six months shall apply. Severance pay shall totala maximum of eighteen months' fixed cash salary if notice oftermination is given by the company. The severance pay shall bereduced by income from other employment or commissions, but by no morethan 50 per cent thereof and no more than half of the severance pay.

Other benefits: Other benefits shall be payable to members of theGroup management in accordance with local custom. The combined valueof these benefits shall constitute a limited value in relation to thetotal remuneration package and shall correspond to the market norm.

Committee work and decisions: Swedish Match's Board of Directorsshall have a Compensation Committee. The Committee shall be taskedwith preparing and presenting proposals for decisions to the Board onissues relating to Group management remuneration and other employmentterms within the framework of the principles adopted by the GeneralMeeting. In this context, the Committee shall, ahead of decisions bythe Board, prepare and present proposals for salaries, bonuses andother employment terms for the President and approve salaries, bonusesand other employment terms proposed by the President for seniorofficials in an immediately subordinate position.

Item 10: In 1999, the Board of Directors adopted a stock optionprogramme for senior Swedish Match officials as part of the totalcompensation package. The purpose of the option programme is tofurther increase the involvement of senior Company officials in theCompany and their ownership of it, as well as to attract, motivate andretain key employees within the Company. Through the stock optionprogramme, the senior officials' incentives will coincide with theinterests of the shareholders.

The Board of Directors proposes that the stock option programmefor 2006 be approved by the Meeting. The Board of Directors' proposedoption programme for 2006 includes a maximum of 62 senior Companyofficials and key employees. The allocation of options in accordancewith the programme is based on two mutually independent criteria:firstly, that the total stock return for the Swedish Match share ispositive and exceeds the return on shares in a selection of othercompanies in the industry (the maximum allocation in accordance withthis criterion will take place when the Company's return exceeds thetotal return on the other companies' shares by 10 per cent), andsecondly, that the Group's net profit has increased and exceeds theprevious year's net profit (the maximum allocation in accordance withthis criterion will take place when the net profit exceeds that of theprevious year by 10 percent.) The two requirements (a positive totalstock return that is better than that of the competitors, andincreased net profit) are equally weighted. When only one of therequirements set forth above is met, allocation will comprise amaximum of 50% of the maximum allocation. The market value of theoptions shall be determined in accordance with a generallyacknowledged valuation model (Black-Scholes) and the stock optionsshall be allocated without consideration. The combined value of theoptions allocated in accordance with the proposed stock optionprogramme for 2006 shall not exceed a ceiling of SEK 27,335,000(excluding any payroll tax). The stock options are freely transferableand are not linked to employment. The options can be exercised duringthe period from March 2010 to February 2012 inclusive and shall carrya redemption price corresponding to 120 per cent of the average shareprice over a period of time close to the allocation date andsubsequent to the publication of the year-end report for 2006.Commitments under the stock option programme may be hedged by way ofrepurchases of the Company's shares and the transfer of such shares inconjunction with any potential demand for the redemption of the stockoptions. Any decision regarding the repurchase of shares and issue ofcall options for the 2006 stock option programme shall be taken by theAnnual General Meeting of Shareholders in 2007. Allocation will bedetermined by the Compensation Committee after publication of the 2006Annual Report.

Item 11: The Board of Directors has decided on the allocation ofstock options for the years 1999-2005 and the Company's shareholdershave, at the respective shareholders' meetings, decided to issue calloptions on the Company's own shares to hedge the Company'sundertakings. According to the stock option programme for 2005,certain senior Company officials shall be allocated a minimum of 4,900stock options and a maximum of 46,666 stock options per person. Theoptions can be exercised for the purchase of shares during the periodfrom 2nd March 2009 to 28th February 2011 inclusive, at a redemptionprice of SEK 127.10. The terms and conditions applying to the optionswere established on the basis of the average price of the SwedishMatch share on the Stockholm Stock Exchange during the period from15th February 2006 to 28th February 2006 inclusive, which was SEK105.88. The market value of the options, calculated on the basis ofconditions prevailing at the time when the terms and conditionsapplying to the options were established, is deemed by an independentvaluation institute to be SEK 13.20 per option, corresponding to atotal maximum value of SEK 9,548,000. The Board of Directors proposesthat the Meeting resolve that the Company shall issue a maximum of723,333 call options to hedge the stock option programme for 2005. TheBoard of Directors further proposes that the Company, in a deviationfrom the preferential rights of shareholders, be permitted to transfera maximum of 723,333 shares in the Company at a selling price of SEK127.10 per share in conjunction with a demand for the redemption ofthe call options. The number of shares and the selling price of theshares covered by the transfer resolution in accordance with this itemmay be recalculated as a consequence of a bonus issue of shares, aconsolidation or split of shares, a new share issue, a reduction inthe share capital, or other similar measure.

The resolution of the Meeting in accordance with the Board'sproposals in item 11 is contingent upon it being supported byshareholders representing at least nine-tenths of both the votes castand the shares represented at the Meeting.

Item 12: The Board of Directors proposes that it be authorised todecide to acquire, on one or more occasions prior to the next AnnualGeneral Meeting, a maximum of as many shares as may be acquiredwithout the Company's holding at any time exceeding 10 per cent of allshares in the Company. The shares shall be acquired on the StockholmStock Exchange at a price within the price interval registered at anygiven time, i.e. the interval between the highest bid price and thelowest offer price. Repurchase may not take place during the periodwhen an estimate of an average price for the Swedish Match share onthe Stockholm Stock Exchange is being carried out in order toestablish the terms of any stock option programme for the seniorcompany officials of Swedish Match. The purpose of the repurchase isprimarily to enable the Company's capital structure to be adjusted andto cover the allocation of options as part of the Company's optionprogramme.

The resolution of the Meeting with regard to the Board proposalsin item 12 is contingent upon it being supported by shareholdersrepresenting at least two-thirds of both the votes cast and the sharesrepresented at the Meeting.

Item 13 a): The Board of Directors proposes a reduction in theCompany's share capital of SEK 28,800,000 by means of the withdrawalof 24,000,000 shares in the Company. The shares in the Companyproposed for withdrawal have been repurchased by the Company inaccordance with the authorisation granted by the General Meeting ofthe Shareholders of the Company. The Board of Directors furtherproposes that the reduced amount be allocated to a fund for use inrepurchasing the Company's own shares.

Item 13 b): Provided that the Meeting passes a resolution inaccordance with the Board's proposals under item 13a) above, the Boardof Directors proposes an increase in the Company's share capital ofSEK 28,800,000 through a transfer from non-restricted shareholders'equity to the share capital (bonus issue). The share capital shall beincreased without issuing new shares. The reason for the bonus issueis that if the Company transfers an amount corresponding to the amountby which the share capital is reduced in accordance with the Board'sproposals under item 13a) above, the decision to reduce the sharecapital can be taken without obtaining the permission of the SwedishCompanies Registration Office (Bolagsverket), or, in disputed cases,the permission of a court of law.

The effect of the Board of Directors' proposal under item 13 a)entails a reduction in the Company's share capital of SEK 28,800,000.The effect of the Board of Directors' proposal under item 13 b) is acorresponding increase in the Company's share capital through a bonusissue, thereby restoring it to its balance prior to the reduction.

The resolution of the Meeting in accordance with the Board'sproposals in item 13 a) is contingent upon its being supported byshareholders representing at least two-thirds of both the votes castand the shares represented at the Meeting.

Item 14: The Board of Directors proposes that the Company'sstatutory reserve be reduced by SEK 80,364,332:20 to SEK 0, and thatthe reduced amount be allocated to a fund for use in repurchasing theCompany's own shares. The reduction is contingent on permission beingobtained from the Swedish Companies Registration Office, or, indisputed cases, a court of law.

Item 21: The Board of Directors proposes that the Meetingresolves, firstly, to invite shareholders with a shareholding inSwedish Match AB corresponding to fewer than 200 shares (one tradinglot comprises 200 shares) to sell their entire shareholding in thecompany, free of brokerage charges, and secondly, to request that theBoard of Directors draw up the details of terms and conditions anddetermine the timing of such an offer. The Board of Directors shall beentitled to adjust the terms and conditions of the offer in differentcountries, including the right to reduce the number of shares thatshareholders are invited to sell, or entirely exclude shareholders incertain countries, for legal, administrative or cost reasons.

Item 22: The Board of Directors proposes that the Articles ofAssociation be amended as specified below. The amendments entail boththe deletion of certain instructions in the Articles of Association,due to the fact that the Swedish Companies Act includes correspondingstipulations and such regulation is thus superfluous in the Articlesof Association, and certain adjustments and supplements designed toensure that the Articles of Association comply with the provisions ofthe new Swedish Companies Act.

ss. 5: The current wording with regard to the nominal value of theshare shall be deleted, since the new Swedish Companies Act stipulatesthat shares can no longer have a nominal value.

ss. 6: As a fixed term for Members of the Board no longer needs tobe stipulated in the Articles of Association under the new SwedishCompanies Act, it is proposed that the last section of the paragraph,stipulating that Board Members be elected annually at the AnnualGeneral Meeting for the period until the end of the next AnnualGeneral Meeting, be deleted.

ss. 7: To facilitate conformity with the Commission of theEuropean Communities' recommendation concerning seven-year auditorrotation, the text in the paragraph stipulating that the auditor termbe four years shall be deleted with a view to allowing for three-yearre-election terms. Furthermore, the wording shall be adjusted to makeit clear that "one or two" (instead of "a maximum of two") auditors or"one or two" (instead of "a maximum of two") auditing firms shall beelected by a "General Meeting" (instead of "the Annual GeneralMeeting") The latter amendment means that an auditor may in future,where relevant, also be elected at an extraordinary General Meeting.With reference to the second section of the paragraph which refers tothe Board's right, under certain circumstances, to appoint one or morespecial auditors to review such statements and plans as are drawn upby the Board in accordance with the Swedish Companies Act, thisregulation is to be extended so that, in addition to mergers and theissue of shares, it also covers the issue of warrants or convertiblescontaining non-cash regulations or stipulating that subscription becarried out with right of offset or other terms and conditions, thetransfer of the Company's own shares in exchange for payment in formsother than money, the reduction of the share capital or the statutoryreserve, and the splitting of limited companies. The text is also tobe clarified so that it clearly states that one or more registeredpublic accounting firms may be appointed as special auditor.

ss. 9: This paragraph, which primarily refers to the matters thatshall be on the agenda of the Annual General Meeting of theShareholders of the Company, shall be deleted in its entirety, sincethe Swedish Companies Act no longer contains any requirement for thisto be specified in the Articles of Association.

ss. 10: This text, which refers to the period within whichnotification of General Meetings of Shareholders shall be issued, isto be deleted, since the Swedish Companies Act includes acorresponding stipulation and such regulation is thus superfluous inthe Articles of Association. In addition, due to new provision in theSwedish Companies Act, this paragraph is to be amended so that itstates that the nationwide newspaper in which notices conveningGeneral Meetings shall be published shall be Svenska Dagbladet. Thisparagraph will now be ss. 9 following the implementation of theproposed amendments to the Articles of Association.

ss. 11: Due to new provisions in the Swedish Companies Act, thetext is to be amended so that the printout of the register ofshareholders specified therein shall refer to the state of affairsfive working days (formerly ten days) before the Meeting and is to beadjusted so that reference is made to the correct section of the newSwedish Companies Act. Furthermore, the text should be adjusted sothat it is clear that the new Swedish Companies Act extends theconcept of being registered as a shareholder "in a printed version ofthe entire shareholders' register" to that of being registered as ashareholder "in a printed or any other version of the entireshareholders' register". This paragraph will now be ss. 10 followingthe implementation of the proposed amendments to the Articles ofAssociation.

ss. 12: This paragraph stipulating that each person entitled tovote may vote for the full number of shares he or she represents atthe General Meeting is to be deleted in its entirety, since theSwedish Companies Act includes equivalent stipulations and suchregulation is thus superfluous in the Articles of Association.

ss. 13: This paragraph will now be ss. 11 following theimplementation of the proposed amendments to the Articles ofAssociation.

ss. 14: The text is to be adjusted so that it refers to the newSwedish Companies Act's definition of record day provision. Thisparagraph will now be ss. 12 following the implementation of theproposed amendments to the Articles of Association.

New ss. 5: The text in the new paragraph shall be worded asfollows: "The number of shares in the Company shall be a minimum oftwo hundred million (200,000,000) and a maximum of eight hundredmillion (800,000,000)." This supplement to the Articles of Associationis due to the fact that the Swedish Companies Act now stipulates thatthe Articles of Association shall, if they specify a minimum andmaximum level for the share capital, also specify the correspondingminimum and maximum number of shares.

New ss. 13: The text in the new paragraph shall be worded asfollows: "The Board of Directors shall be entitled to acquire powersof attorney at the Company's expense, in accordance with the processstipulated under chap. 7, ss. 4, section 2 of the Swedish CompaniesAct (2005:551)." This supplement to the Articles of Association is dueto the fact that the Swedish Companies Act, provided that the Articlesof Association include such a stipulation, enables the Board, ahead ofa General Meeting of Shareholders, to acquire powers of attorney atthe Company's expense.

The Board of Directors' proposal also includes an authorisationfor the Company's President to make minor adjustments of an editorialnature to the resolution of the shareholders' meeting that may provenecessary in connection with the registration of such a resolutionwith the Swedish Companies Registration Office.

The resolution of the Meeting in accordance with the Board'sproposals under item 22 is contingent upon it being supported byshareholders with at least two-thirds of both the votes cast and theshares represented at the Meeting.

Item 23: The Board of Directors proposes that the Meeting shouldauthorise the Board of Directors to decide, no later than the nextAnnual General Meeting and on one or more occasions, to raiseparticipating loans in the event that the Company, in conjunction withany loan-based financing of the ongoing commercial activities, shoulddeem this loan type to be most advantageous for the Company in theinstance in question.

The background to the proposed authorisation is that the Boardtakes the view that the Company should have the opportunity to utilisethis form of loan in any loan-based financing of the ongoingcommercial activities, should this loan type be deemed the mostappropriate for the Company in the instance in question. Under theregulations of the new Swedish Companies Act, resolutions concerningloan-based financing where the interest rate is wholly or partiallydependent on the dividends to the shareholders, the price trend forthe Company's shares, the Company's profits or the Company's financialposition must be passed by the General Meeting of Shareholders or bythe Board of Directors with the support of authorisation from theGeneral Meeting. To afford the Company the maximum possibleflexibility in its efforts to optimise the terms and conditions inconjunction with loan financing, the Board of Directors is thus of theopinion that the Meeting should authorise the Board to take decisionsconcerning participating loans when and as necessary.

Full details of the resolutions proposed under items 8, 10, 11,12, 13 a), 13 b), 14, 20, 21 and 22, as well as statements by theBoard of Directors pursuant to chap. 18, ss. 4 and chap. 19, ss. 22 ofthe Swedish Companies Act and statements by the auditors pursuant tochap. 20, ss. 14 of the Swedish Companies Act, will be made availableat Swedish Match AB's head office (Legal Department) atRosenlundsgatan 36 in Stockholm, Sweden, as of 6th April 2006. Theywill also be available on the Company's website, www.swedishmatch.se,as of this date. They can also be ordered from the Company.

The right to participate in the Meeting

Participation in the Meeting is limited to shareholders who bothare registered in the register of shareholders maintained by VPC AB(the Swedish Securities Register Center) on 12th April 2006, andadvise Swedish Match of their intention to participate no later thanthe deadline set for such notification, i.e. 4:00 p.m. (CET) on 12thApril 2006. Shareholders who wish to be accompanied by one or twoassistants at the Meeting shall also advise Swedish Match thereofwithin the appointed period of time.

Notice of participation

Notice of participation may be submitted in writing to SwedishMatch AB, Legal Department, SE-118 85 Stockholm, Sweden, by telephoneon +46 (0) 8 658 0206 (13:30 - 16:30 CET), by fax on +46 (0)8 720 7656, or via the Internet at: www.swedishmatch.se/stamman. When givingnotice of participation, the shareholder shall state his or her name,address, telephone number (daytime) and civic ID/corporateregistration number. Receipt of notification will be confirmed bySwedish Match, which will issue an attendance card to be presented atthe entrance to the venue at which the Meeting is held.

Share registration

Shareholders whose shares are nominee registered and who wish toparticipate in the Meeting must temporarily re-register the shares intheir own name, known as voting right registration. Requests forre-registration should be submitted to the bank or broker whoadministers the shares in sufficient time to allow re-registration totake place no later than Wednesday, 12th April 2006.

The entrance to the venue for the Annual General Meeting will openat 15:00 (CET). Light refreshments will be served before the Meeting.

Stockholm

March 2006

The Board of Directors