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The Annual General Meeting of Nýherji hf. will be held on Friday, 19 February 2010, in the conference hall at company headquarters, Borgartún 37, commencing at 4:00 pm. The Agenda for the meeting is as follows: 1. Regular AGM business, as provided for in Art. 4.5 of the company's Articles of Association. 2. A motion authorising the Board of Directors to increase share capital, cf. Art. 41 of the Public Limited Companies Act. The Annual General Meeting of Nýherji hf., held on 19 February 2010, approves the following amendments to Art. 2.1 of the company's Articles of Association. At the end of the Article, the following temporary provision shall be added: The company's Board of Directors is authorised, cf. Art. 41 of the Act on Public Limited Companies, to increase the company's share capital by up to ISK 120 million through the sale of new shares to new shareholders. The current shareholders waive their pre-emptive rights to acquire these shares. The company's Board of Directors shall determine the offering price of the shares and rules on sale in each instance. Subscriptions shall be carried out as provided for in the company's Articles of Association and Chapter V of the Act on Public Limited Companies. There shall be no restrictions on trading in the new shares. The new shares shall confer rights in the company as of the date the increase in share capital is registered. Nýherji's Board of Directors may exercise this authorisation within three years of its adoption. 3. A motion authorising the company to acquire own shares, cf. Art. 55 of the Public Limited Companies Act. The Annual General Meeting of Nýherji hf., held on 19 February 2010, approves an authorisation to the company's Board of Directors to acquire up to 10% of the nominal value of the company's shares, cf. Chapter VIII of Act No. 2/1995, on Public Limited Companies. The purchase price of the shares may not be more than 20% above or below the latest listed price on OMX Iceland. This authorisation shall be valid for up to 18 months. 4. Motion on remuneration to directors. The company's Board of Directors proposes that no dividends be paid to shareholders for the 2009 operating year. 5. Motion on remuneration to directors. A motion has been submitted to the meeting that remuneration to directors and alternates on Nýherji's Board of Directors for the year 2009 be as follows: Chairman of the Board, ISK 2,550,000; directors, ISK 850,000; alternate, ISK 63,000 for each meeting attended; or the same as for 2008, when remuneration to directors was reduced by 10% from that of the previous year. 6. Other business, raised in a lawful manner. Ballots and AGM documents will be distributed at the meeting. Shareholders, who are unable to attend the AGM but wish to appoint a proxy, must do so in writing. The annual financial statements and motions submitted to the AGM will be available on the company's website, www.nyherji.is on 5 February 2010. Candidates standing for election as directors of Nýherji hf. at the company's AGM on 19 February 2010 The following individuals have agreed to stand for election to Nýherji's Board of Directors, which will be elected at the company's AGM on 19 February 2010. All of them are currently directors of the company. BOARD OF DIRECTORS Árni Vilhjálmsson, Id. No. 110532-3509, Hlyngerði 10, 108 Reykjavík. Positions held: Currently serves as chairman of the board or director of HB Grandi hf., Hampiðjan hf., Hvalur hf., Fiskveiðahlutafélagið Venus hf., Nýherji hf. et al. Was previously a professor in the Faculty of Business Administration of the University of Iceland, in addition to various other positions and projects. Education: Cand. oecon from the University of Iceland and AM in economics from Harvard University. Holdings and connections: Director's shareholding: ISK 400,000 No connected interests with customers or competitors. Chairman of the board of Vænting hf., which holds a 28.5% stake in Nýherji hf. Benedikt Jóhannesson, Id. No. 040555-2699, Selvogsgrunnur 27, 104 Reykjavík. Positions held: Currently managing director of Talnakönnun hf. and Heimur hf., as well as chairman of the board or director in various public limited companies such as Nýherji hf., N1 and NBT hf. Previously director of Sjóvá-Almennar tryggingar hf. et al. Education: PhD in mathematics and statistics, MS in statistics, BS in mathematics and economics. Holdings and connections: Director's shareholding: ISK 12,384,363 No connected interests with major customers or competitors. Director of Áning fjárfestingar ehf. which holds a 10.6% stake in Nýherji hf. Guðmundur Jóh. Jónsson, Id. No. 041159 2439, Álfhólsvegur 101, 200 Kópavogur. Positions held: Managing director of Vörður tryggingar hf., currently a director of Nýherji hf. Education: Business administration graduate of Seattle University, MBA from the University of Edinburgh. Holdings and connections: Director's shareholding: ISK 534,218 No connected interests with customers or competitors. ALTERNATE Jafet S. Ólafsson, Id. No. 290451-4699, Langagerði 26, 108 Reykjavík. Positions held: Managing director of Veigar fjárfestingafélag. Served as managing director of VBS fjárfestingabanki (previously Verðbréfastofan) for 10 years. Education: Graduate of the Commercial College of Iceland in 1973. Business administration graduate of the University of Iceland 1977. Holdings and connections: Shareholding: ISK 5,760,205 No connected interests with customers or competitors.