PRO KAPITAL

ANNOUNCEMENT



AUDITOR'S OPINION ABOUT NON-MONETARY PAYMENT



Auditor's opinion on evaluation of non-monetary payment made upon 

increase of AS Pro Kapital share capital



We have explored the details of the transaction, where the share 

capital of AS Pro Kapital will be increased by 14,400,000 new shares. 

72,000,000 shares of Domina Hotel e Comproprieta' Alberghiere spa. at 

value of EEK 8.3 per each share, in total value of EEK 597,600,000, 

will be transferred as non-monetary payment. The value of non-monetary 

payment was calculated under presumption that all shares of Domina 

Hotel e Comproprieta' Alberghiere spa. will be transferred in the 

course of non-monetary payment.



Based on documents presented to us, including results of evaluation 

conducted on Domina Hotel e Comproprieta' Alberghiere spa. by 

independent evaluator C.E.E. Revisioni e Certificazioni srl. on 

31.05.1999, it is our opinion that based on documents presented to us, 

the non-monetary payment is in accordance with the requirements for 

non-monetary payment, as provided in §248 of Commercial Code.



Auditor's opinion has been submitted for presentation to the Commercial 

Registry for increase of AS Pro Kapital share capital.



Tallinn, 27.03.2000



Villu Vaino

Deloitte & Touche Eesti AS





Andrus Laurits

CEO, Pro Kapital

+372 61 44 920