Tallinna Kaubamaja            NEWS RELEASE                      06/22/2004



DECISIONS OF THE AGM OF SHAREHOLDERS



The Annual General Meeting of Shareholders of Tallinna Kaubamaja AS was 

held on 21 June 2004 at 2 p.m. The decisions of the General Meeting were as 

follows:



1. Approval of the annual report of Tallinna Kaubamaja AS for 2003.



 "Approve the Annual Report for the year 2003 of Tallinna Kaubamaja AS, 

including the balance sheet with assets of the parent company in the amount 

of 540 629 thousand EEK (EUR 34 553 thousand) and consolidated assets of 

the Group in the amount of 808 779 thousand EEK (EUR 51 690 thousand) as at 

31.12.2003 and profit and loss statement with a net profit of 66 075 

thousand EEK (EUR 4 223 thousand) for 2003."



2. Profit allocation



"Retained earnings of previous years of Tallinna Kaubamaja AS as at 

31.12.2003 were 142 088 thousand kroons (EUR 9 081 thousand).

The net profit for 2003 was 66 075  thousand EEK (EUR 4 223 thousand). 

Total undistributed profit was 208 163 thousand EEK (EUR 13 304 thousand).

Not to allocate the net profit and include it to retained earnings.



3. Selection of the auditing company and its remuneration



"Appoint AS PricewaterhouseCoopers to be the auditors of Tallinna Kaubamaja 

AS for the fiscal year of 2004. Remuneration issues will be decided by the 

Management Board of the company."



4. Recall of a Member of the Supervisory Board and election of a new Member.



"Recall Jaan Kallas from the Supervisory Board of Tallinna Kaubamaja AS."

"Elect Gunnar Kraft as a Member of the Supervisory Board of Tallinna 

Kaubamaja AS"



5. Amendment of Charter



"Change the wording of the Charter as follows:

Leave out Chapter 3 Paragraph 2;

In Chapter 6 Paragraph 3 second sentence: leave out the words "or as owner 

of usufruct";

In Chapter 7 Paragraph 1 replace the words "intentionally or by serious 

negligence" by the word "wrongfully caused";

Reword Chapter 14 Paragraph 3 as follows: "Member of Management Board will 

not participate in voting if the decision concerns approval of a 

transaction between himself and the Company as well as when deciding on a 

transaction between the Company and a Legal Person in which the Member of 

Management Board or a connected person has a significant amount of shares";

Reword Chapter 17 as follows:

"Members of the Management Board who have caused damages by violating their 

obligations have a solidary liability to compensate the damage caused";

Reword Chapter 22 Paragraph 5 as follows:

"Member of the Supervisory Board will not participate in voting if the 

decision concerns approval of a transaction between himself and the Company 

as well as when deciding on a transaction between a Third Party and the 

Company if the interests of the Member of the Supervisory Board are in 

conflict with the interests of the Company";

Reword Chapter 27 Paragraph 1 as follows:

"Within three years since the day the amendment of the Charter approved by 

the Annual General Meeting of Shareholders in 2004 will come into force, 

the Supervisory Board has the right to increase the share capital of the 

Company to be paid for by additional funds. The Supervisory Board may 

increase the share capital up to the amount stipulated in the Charter, but 

no more than up to a half of the share capital the Company has at the 

moment when the Supervisory board will have the right to issue new shares. 

The selling price of the new shares to be issued by the decision of the 

Supervisory Board may not be more than 10 per cent lower than the average 

closing price during ten days when the stock exchange was open prior to the 

day fixing the selling price".



Adopt the new version of the Charter"





Katrin Mühls

CFO and Sales Director

+372 6 673 200