Andmed seisuga: 26.11.2024 18:27 (GMT+2)

ETL: Annual General Meeting

25.04.2005, Eesti Telekom, TLN
Eesti Telekom             Stock exchange release             25 April 2005

Annual General Meeting

Hereby we inform you that the Annual General Meeting of the shareholders of AS
Eesti Telekom, registration no 10234957, located in Roosikrantsi 2, Tallinn,
shall be held on May 18, 2005 at 2.00 p.m. at National Library of Estonia
(Tõnismägi 2, Tallinn).

The following agenda is suggested for the meeting:
1. Approval of 2004 Annual Report and allocation of the profit.
2. Buy-back option of AS Eesti Telekom shares.
3. Recalling and election of the members of the Council.
4. Remuneration of the members of the Council.
5. Election and remuneration of the auditor.

The shareholders registered in the share register of AS Eesti Telekom on May 18,
2005 at 8.00 a.m. have the right to vote on the Meeting. Registration to the
General Meeting starts on May 18, 2005 at 1.00 p.m. at National Library of
Estonia. For registration to the Meeting:

. A shareholder, being a natural person, must produce a passport or identity card
as an identity document, a representative must also produce a duly executed
power of attorney;
. A representative of a shareholder, being a legal person, must produce an
extract from the respective (commercial) register, where the legal person is
registered (for an Estonian legal person, a copy of the Commercial Register's
card B, which is not older than 15 days), proving the right of the person to
represent the shareholder (legal authorisation), and the representative's
identity document; if the person is not a legal representative, a duly executed
power of attorney (authorisation by transaction) and the representative's
identity document must be produced in addition to the extract from the
register;
. Documents of a legal person registered in a foreign country (except for the
power of attorney) must be legalised in the Republic of Estonia Ministry of
Foreign Affairs or in a foreign representation of the Republic of Estonia, or
confirmed with apostille.

The 2004 Annual Report and draft resolutions of the General Meeting are available
for all shareholders on Internet page http:/www.telekom.ee and in the office of
AS Eesti Telekom at Roosikrantsi 2, Tallinn since April 25, 2005 on working days
from 10.00 a.m. to 2.00 p.m. Any questions in regard of the General Meeting can
be asked by phone (372) 6 311 212 or mailed to mailbox@telekom.ee.

Resolution projects
Approval of 2004 Annual Report and allocation of the profit
1. To approve 2004 Annual Report consisting of financial report, management
report, independent auditor's report and proposal for profit distribution.

2. To distribute the retained earnings totalling 2,182,349 thousand kroons,
consisting of the net profit of AS Eesti Telekom for the financial year of 2004
993,178 thousand kroons and retained earnings from previous periods 1,189,171
thousand kroons as follows:

1) To allocate to the legal reserve 310 thousand kroons.

2) The number of shares is 137,954,528. To distribute between shareholders
and to pay to shareholders as dividends 1,103,636 thousand kroons, i.e.
8.00 kroons per share.

3) Left to be carried forward in the balance sheet 1,078,403 thousand
kroons.

The list of shareholders on the basis of which dividends will be distributed
shall be fixed according to the provisions of the Tallinn Stock Exchange Rules
at 8.00 on 2 June 2005. The dividends shall be paid out on 16 June 2005.


Buy-back option of AS Eesti Telekom shares
3. To authorise AS Eesti Telekom to acquire within one year from the adoption of
this resolution (i.e. until 18 May 2006) AS Eesti Telekom shares of A-series so
that the total of nominal values of own shares held by AS Eesti Telekom would
not exceed the legal limits and the price payable per share would not exceed
the highest price paid for the A share of AS Eesti Telekom on the Tallinn Stock
Exchange on the day of acquiring the shares. AS Eesti Telekom to pay for the
said shares from the company's assets in excess of its share capital, reserve
capital and share premium. The amount of shares to be acquired each time shall
be determined on each occasion separately by a resolution of AS Eesti Telekom's
Supervisory Council.


Recalling and election of the members of the Council

4. To recall the following members of the Supervisory Board:

Annika Christiansson
Erik Hallberg
Alo Kelder
Tarmo Porgand
Kennet Rådne
Mats Salomonsson
Raivo Vare

To consider the above persons recalled and the term of their authorities as
members of the Supervisory Board terminated from the moment of this decision.

To elect as members of the Supervisory Board (nominees will be presented on
the AGM):

To consider the above persons elected and the term of their authorities as
members of the Supervisory Board commenced from the moment of this decision.


Remuneration of the members of the Council

5. To assign the following remuneration for the members of the Supervisory
Council:

Chairman of the Supervisory Board EEK 20 000 per month
Member of the Supervisory Board EEK 9 000 per month

Members of the Supervisory Council will be compensated expenses related to
executing their duties (e.g. accommodation, transport, communications).


Election and remuneration of the auditor

6. To appoint (nominee will be presented on the AGM) to audit Eesti Telekom in
2005. Remuneration of the auditors will be based on a contract with the
auditing company.


Hille Võrk
CFO
+372 6272460


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