XXL.EE

ANNOUNCEMENT



RESOLUTIONS OF SHAREHOLDERS' EXTRAORDINARY GENERAL MEETING



Minutes of extraordinary general meeting of shareholders 

29.04.2000



The extraordinary general meeting of AS XXL.EE shareholders was held on 

29.04.2000 in the offices of AS XXL.EE at Pärnu St. 139, Tallinn.



ATTENDED:



The volume of AS XXL.EE share capital is EEK 20,000,000, which is divided 

into 2,000,000 shares at par value of EEK 10. The following shareholders 

attended the meeting: OÜ CC Computer, represented by Andres Rätsepp; Cresco 

Väärtpaberite AS, represented by Andres Rätsepp; Martin Villig and Siim 

Viidu. The meeting attendants represented altogether 1,073,088 votes, 

accounting for 53.6544% of total votes represented with shares.



List of shareholders is added to the minutes.



The meeting was chaired by Mr. Arho Kalevi Anttila; minutes were recorded 

by Mr. Toivo Viilup.



AGENDA:



1. increase of the share capital of AS XXL.EE by EEK 10,000,000, through 

issue of 1,000,000 new shares at par value of EEK 10 and premium of EEK 24;



RESOLUTIONS:



1. Issue of shares



Based on the proposal by the Supervisory Board and proceeding from § 298 

section 1 article 2 of the Commercial Code, the EGM made the following 

resolutions:



1.1.	to increase the share capital of AS XXL.EE by EEK 10,000,000, through 

issue of 1,000,000 new shares at par value of EEK 10 and premium of EEK 24.



1.2.	to direct the issue to European Bank of Reconstruction Development 

(EBRD) and to Cresco Ventures AS



1.3.	to authorize EBRD to subscribe for 897,060 shares and Cresco Ventures 

AS for 102,940 shares.



1.4.	to exclude the pre-emptive right of other shareholders.



1.5.	the subscription period is 12.05.-26.05.2000. The subscription will 

take place at head office of AS XXL.EE at Pärnu St. 139, Tallinn.



1.6.	the payment for subscribed shares will be made by 01.07.2000.



1.7.	EBRD will make a payment to the bank account of AS XXL.EE (221001123451 

Hansapank) for the subscribed shares.



1.8.	Cresco Ventures AS will make a non-monetary payment for subscribed 

shares through settlement of a claim.



1.9.	to authorize the Management Board to extend the subscription and 

payment period, or to cancel the unsubscribed shares.



1.10.	the shares to be issued entitle the shareholders for dividends as of 

financial year 2000.



All resolutions were made unanimously.





Arho Anttila arho@xxl.ee

CEO

+372 65 07 500