Icelandic Group hf. - Notice to general meeting

- Annual General Meeting 18 April 2008

The Annual General Meeting (AGM) of Icelandic Group hf. will be held in the
Sunnusal meeting room of Radisson SAS Hótel Saga, Hagatorg, Reykjavík, on
Friday 18 April 2008 at 4:00 pm. 

Agenda:

1. Standard AGM business, as provided for in Section 4.13 of the company's
Articles of Association. 

2. Motion by the Board of Directors that the company take out a convertible
loan, as provided for in Chapter VI of the Act on Public Limited Companies, No.
2/1995. The loan shall be in ISK and the amount equivalent to up to EUR
41,000,000, based on the exchange rate on the date taken. The loan term shall
be four years. The loan principal, together with accrued interest and cost, as
provided for in the loan agreements, may be converted to share capital on
maturity, with creditors receiving one share for each ISK 1 of their claims.
The company's share capital will be increased by the amount required to fulfil
conversion rights, up to a total of ISK 15,000,000,000 nominal value, with
shareholders waiving their pre-emptive rights to these shares. 

3. Motion by the Board of Directors that the AGM authorise the Board to request
that the company's shares be delisted from Nasdaq OMX Nordic Exchange in
Iceland. 

4. Other business

Shareholders are reminded in particular that anyone wishing to stand for
election to the Board of Directors must give notice thereof in writing to the
Board of Directors at least five days prior to the commencement of the AGM.
Only persons who have given notice of their candidacy in such manner are
eligible for election. 

Motions from shareholders to be moved at the AGM must be received by the Board
of Directors no later than seven days prior to the AGM. 

The meeting agenda, final motions and annual financial statements of the
company will be available at company offices for inspection by shareholders
seven days prior to the AGM. Furthermore, they can be obtained on the company's
website, www.icelandic.is, as of that same date. 

Voting ballots and other meeting documentation will be provided to attendees at
the AGM location. 

Reykjavík, 4 April 2008
Board of Directors of Icelandic Group hf.