ZEMAITIJOS PIENAS

MATERIAL EVENT



DECISIONS OF A GENERAL SHAREHOLDERS’ MEETING



On 25 April 2002, a general shareholders’ meeting took place. It was decided:

1) approve report on the company’s performance in 2001;

2) approve audit statement;

3) approve financial statements of 2001;

4) approve profit appropriation of 2001. All profit shall be transferred to the

reserves available for distribution. No dividends shall be paid.

5) Increase the authorized capital out of additional contributions by LTL 4

million, from LTL 37 million to LTL 41 million, by issuing 400,000 ordinary

registered shares at LTL 10 par and establishing that the pre-emptive right to

acquire shares of the new issue will not be granted to all shareholders. The

issue share price is at least LTL 25. The company’s Management Board is

authorized to select investors, establish the terms of share distribution and

payment, the share issue price, and all other questions related with the issue.

6) Approve refinancing and taking of loans as well as pledge of assets;

Amend and supplement Articles of Association: regarding the increase of the

authorized capital from LTL 37 million to LTL 41 million paragraph 4.3 of the

Articles of Association was amended.





Dalia Gecienė

Chief financier

8 (294) 22206