PRO KAPITAL

ANNOUNCEMENT



CONFIRMATION TO TRANSACTION BETWEEN RELATED PARTIES



AS Pro Kapital hereby confirms that the decision of the 11.04.2000 

annual general meeting of Pro Kapital shareholders to acquire majority 

holding in Domina Hotel e Comproprieta' Alberghiere S.p.A can be 

treated as transaction with related parties under the Rules and 

Regulations of the Tallinn Stock Exchange, since Mr. Ernesto Preatoni, 

the core shareholder and chairman of the Supervisory Board of Pro 

Kapital, also controls 40% of share capital of Domina Hotel e 

Comproprieta' Alberghiere S.p.A, and is also a member of this company's 

Management Board.



As a result of the transaction, Pro Kapital will acquire 60-100% 

holding in Domina. The amount of shares to be acquired is dependent on 

the number of Domina shareholders who will accept the offering for 

exchange of shares. Domina will become Pro Kapital Group's sub-concern 

in Italy.



As of 30.11.99 (end of financial year of Domina) the company's total 

assets stood at EEK 1.052 billion and owners' equity at EEK 598 

million. The Management Board of Pro Kapital will review the earlier 

published profit forecast of Pro Kapital group for year 2000 (EEK 40 

million), and will make a decision regarding the need for changing it, 

after the first consolidated financial results of Pro Kapital and 

Domina are published (H1 2000 report).



The opinion on evaluation of non-monetary payment made upon increase of 

AS Pro Kapital share capital, compiled by auditors of Deloitte & 

Touche, is available for introduction for shareholders of Pro Kapital 

at the head offices of Pro Kapital in Tallinn, Narva St. 13, during 

workdays from 9:00 to 17:00. Additional information about issue of Pro 

Kapital shares directed to shareholders of Domina will be provided in 

the soon to be released issue prospectus. The prospectus will be 

published through Tallinn Stock Exchange information system.





Andrus Laurits

CEO, Pro Kapital

+372 61 44 920