Kalev                             ANNOUNCEMENT                          23.12.2004



Resolutions of the ordinary shareholders’ meeting of the subsidiary 



The ordinary meeting of the shareholders of AS Kalev Real Estate Company (AS

Kalev REC), which was held on 23 December 2004, passed the following resolutions.



   1. To approve the Annual Report for the financial year 01.07.2003-30.06.2004.



   2. To transfer the net profit for the financial year 01.07.03-30.06.04  in  the

      amount of 29,216,530 kroons to retained earnings.



   3. To prematurely remove members of the Supervisory Board Jaanus Otsa and  Olaf

      Hermann.



      Pursuant to the shareholders'  agreement  concluded  between  AS  Kalev  and

      Skanska EMV AS, AS Kalev will acquire, in 2005, 40.7% of the  shares  of  AS

      Kalev REC held by Skanska EMV AS. Consequently, the Skanska EMV  AS  members

      of the Supervisory Board of AS Kalev REC were removed.



   4. To appoint Kristel Soll, personal identification code: 46506076527,  as  the

      member of the Supervisory Board.



      Kristel Soll's professional track record:





10/2003 - ...       CEO

                    Freyr Associates, Ltd.

                    Taxation & Accounting Consultants



10/2001 - 10/2003   Head of the Tax Consulting Department

                    Murray & Josephson, CPAs, LLC



13.06.2001 - ...    Member of the Supervisory Board of AS Kalev





Ruth Roht

PR manager

+372 6 077 858