SAKU ÕLLETEHASE AS

ANNOUNCEMENT 

13.04.99

 

 

RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS 

 

We hereby publish the resolutions of the 13.04.99 annual 

general meeting of Saku Õlletehase AS shareholders.

 

- Approval of the 1998 annual report. 

 

The AGM resolved to approve the 1998 annual report of Saku 

Õlletehase AS.

 

- Profit distribution

 

The AGM resolved to approve the profit distribution proposal, 

and volume of dividend payments and order of payments as follows:

 

Net profit :			42 269 050 EEK

Share of profit to be 

distributed to shareholders:	32 000 000  EEK

				(dividend payments 4 EEK per share)

 

Increase the volume of retained 

earnings account:		10 269 050 EEK

 

Proceeding from the Rules and Regulations of the Tallinn Stock Exchange, 

the AGM resolved to pay dividends for 1998 financial year to shareholders 

registered in the list of shareholders in the Estonian Central Depository 

for Securities as of 04.05.1999 (15th stock exchange day after the date 

of the AGM), at 8.00 AM.

	

Dividend payments will be made on 13.05.1999. 

 

- Recall of the members of the Supervisory Board

 

The AGM resolved to recall all members of the Supervisory Board:

1. Christian Ramm-Schmidt

2. Mats Krantz

3. Andres Erm

4. Indrek Neivelt

5. Feliks Undusk

6. Vesa Isohanni

 

- Election of the members of the Supervisory Board 

	

The AGM resolved to elect the Supervisory Board for the period of 1 year 

(until the next AGM) with 5 members, and approve the following members:

 

1.  Andres Erm

2.  Vesa Isohanni

3.  Åke Carlsson

4.  Feliks Undusk

5.  Jaak Leimann

 

- Remuneration of the members of the Supervisory Board 

 

The AGM resolved to remunerate the members of the Supervisory Board for 

meeting their duties in the financial year 1999 in total volume of up to 

100 000 EEK.

 

- Amendments to the Articles of Association

 

the AGM resolved to make the following amendments to the Articles of 

Association and approve the following redaction:

 

· In article 2.1.1. to replace the word "beer" with "alcoholic"

 

· In article 2.1.2. to replace the word "beer" with "alcoholic"

 

· To add article 2.1.5 in the following wording: "import of food products"

 

* In article 4.2., to add the following words to the third paragraph: 

"..., also every shareholder or its representative, who participated 

in the annual general meeting."

 

· In article 4.4.3., to add the following words: "or auditor"

 

· In paragraph two of article 4.4., to add the words "or auditor" after 

the word "Supervisory Board", and the words "or auditor" after the word 

"Supervisory Board" 

 

· In the first paragraph of article 4.7., to add the words "with registered 

letter" after the word "to shareholders", and replace a number "500" with "100"

 

· In the first paragraph of article 4.9., to replace the words "at least half" 

with "more than half"

 

· In paragraph two of article 4.9., add the words ", but not later than in seven 

(7) days" after the word "during" 

 

· In article 4.10., to add the following words to the end of the first paragraph 

"and proxies of the representatives "

 

· In article 4.11 to replace the word "at least half" with "more than half"

 

· In paragraph two of article 4.11., to add the words "or responsibility" after 

the word "liabilities" 

 

· In the third paragraph of article 5.2., to add the word "auditor" after the word 

"proxy" 

 

· In the second paragraph of article 5.4., to replace the words "Chairman of the 

Supervisory Board or the replacing member of the Supervisory Board" with "all members 

of the Supervisory Board participating in the meeting "

 

· In the fourth paragraph of article 5.5., to add the word "written" before the word 

"standings" 

 

In the fourth paragraph of article 5.5., to replace the sentence "the Chairman of the 

Supervisory Board will announce the voting results in writing immediately to the members 

of the Supervisory Board." with the following sentences "the Chairman of the Supervisory 

Board will compose the minutes of voting, which replaces the minutes of the Supervisory 

Board meeting, and send it immediately to the members of the Supervisory Board and 

Management Board. The standings of the members of the Supervisory Board in writing are 

an inseparable part of the minutes of the voting results."

 

- Appointment of auditors

 

The AGM resolved to appoint two auditors for the period of one year (until the next 

AGM) -- Andres Root and Andris Jegers (KPMG Eesti).

 

The AGM resolved to remunerate the auditors for auditing the 1999 financial statements 

of Saku Õlletehase AS in accordance with the valid price list of KPMG Eesti and the 

contract concluded between the two companies.

 

 

 

 

We will hereby also submit information about the new Supervisory Board members of Saku 

Õlletehase AS, Åke Carlsson and Jaak Leimann.

 

Åke Carlsson - as of March 1999 works as purchase director in Baltic Beverages Holding AB. 

In previous 10 years was employed by beer factory Pripps and joint venture Pripps Ringnes.

 

Jaak Leimann - as of April 1999 works as professor of Tallinn Technical University. Minister 

of Economy of the Republic of Estonia in years 1996-1999.

 

According to the knowledge of Saku Õlletehase AS, Åke Carlsson does not hold shares with 

voting right in Saku Õlletehase AS. Jaak Leimann holds 46 shares in Saku Õlletehase AS 

(0.0006% shareholding)

 

 

Ruth Roht

PR Manager

Tel: +372 65 08 303