RAKVERE LIHAKOMBINAAT

ANNOUNCEMENT



MANAGEMENT BOARD'S PROPOSALS TO GENERAL MEETING



1. to approve 1999 annual report; to allocate the 1999 profit (EEK 

24,265,336) as follows:

   EEK 23,052,069  -   to transfer to retained earnings account

   EEK 1,213,267   -   to transfer to the reserve fund, as stipulated 

                       in the Commercial Code.  



2. to appoint Urmas Kaarlep and Ago Vilu of PriceWaterhouseCoopers to 

audit the financial reports of AS Rakvere Lihakombinaat in financial 

year 2000. The auditors will be remunerated in accordance with the 

respective agreement.



3. to amend the Articles of Association of AS Rakvere Lihakombinaat 

in order to conform it with the valid Commercial Code:



3.1 to amend article 6.2 of part VI (GENERAL MEETING) of Articles of 

Association as follows:

    6.2. Notice of the general meeting shall be given at least three 

    weeks in advance. Notice will be sent to address provided in the 

    shareholders' register. In case the Company has more than 100 

    shareholders, the notice shall also be published in a nationally 

    circulated newspaper. Notices will not be sent to shareholders by 

    mail if published in a nationally circulated newspaper.



3.2 to amend sub-article (h) of article 6.4 (COMPETENCE OF GENERAL 

MEETING) as follows:

    (h) to claim against a member of Supervisory Board or Management 

    Board or a shareholder, also to decide on transactions with a 

    Supervisory Board member, to determine the transaction details, and 

    to determine the Company's representative for such claim or 

    transaction;



3.3 to amend article 6.6 of part VI (GENERAL MEETING) of Articles of 

Association as follows:

    6.6. A resolution of the general meeting is adopted if more than 

    one-half of the votes represented at the general meeting are given in 

    favor of it, unless the law provides for a greater majority.



3.4 to amend article 9.1 of part IX (SUPERVISORY BOARD) of Articles 

of Association as follows:

    9.1. The Supervisory Board of the Company consists of 3 to 7 

    members. Half of the Supervisory Board members shall be elected by 

    shareholders controlling at least 51% stake in the Company for tenure 

    of one to five years.





Andrit Heidov

Information Manager

+372 32 29 211