SANITAS

MATERIAL EVENT



RESOLUTIONS OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS



(Unofficial translation done at the NSEL)



On 12 November 2003, an extraordinary general shareholders’ meeting of Sanitas

AB was held. The meeting passed the following resolutions:

1.It was resolved to reorganise the companies Sanitas AB and Baltijos Finansu

Vystymo Grupe AB with Sanitas AB. After the reorganisation Baltijos Finansu

Vystymo Grupe AB will cease its activities as a legal person, while Sanitas AB

will continue functioning as such.

2.The reorganization project of Sanitas AB and Baltijos Finansu Vystymo Grupe

AB was approved.

3.The assets of both companies were appraised:

3.1.Appraisal of the assets of Sanitas AB as of 31 August 2003 was approved on

the basis of the report of 1 October 2003, prepared by the property appraisal

company P. Chmieliauskas turto ir verslo centras, located at 29 – 38 Asigalio

St. in Kaunas, enterprise code 3562832, qualification certificate No 000048,

which concluded that net asset value of Sanitas AB is LTL 47 437 416.

3.2.Appraisal of the assets of Baltijos Finansu Vystymo Grupe UAB, which is

undergoing reorganisation into AB, as of 31 August 2003 was approved on the

basis of the report of 1 October 2003, prepared by the property appraisal

company P. Chmieliauskas turto ir verslo centras, located at 29 – 38 Asigalio

St. in Kaunas, enterprise code 3562832, qualification certificate No 000048,

which concluded that net asset value of Baltijos Finansu Vystymo Grupe UAB is

LTL 6 723 318.

4.The new wording of Sanitas AB Articles of Association was approved. Head of

the administration of Sanitas AB was authorised to sign the new wording of

Sanitas AB and perform other actions with regard to registration of the

Articles of Association in the manner prescribed by law.

5.Head of the administration of Sanitas AB or a person authorised by him was

authorised to sign documents and perform other actions with regard to

reorganisation of Sanitas AB and Baltijos Finansu Vystymo Grupe AB.





Ruta Milkuviene

Head of the Legal and General Affairs Department

(370 37) 20 06 62