AS BALTIKA                      ANNOUNCEMENT                      18.05.2005



RESOLUTIONS OF SHAREHOLDERS ANNUAL MEETING



Date of meeting: 18.May 2005

Place of meeting: AS Baltika, Veerenni 24, Tallinn



Resolutions of General Meeting of Shareholders of AS Baltika:



   1. Resolution for item 1 of the agenda:



To approve the annual report for the financial year 2004



   2. Resolution for item 2 of the agenda:



1) To approve 2004 net profit of AS Baltika in the amount of 16 701 299.00

kroons, of which amount the amount of 833 950.00 kroons shall be transferred to

the mandatory reserve capital.



2) The remaining 2004 net profit in the amount of 15 867 279.00 kroons shall be

included together with the other reserves that have been decided within 1995-1997

by the general meetings in the amount of 18 084 523.00 kroons to the profit that

remains undistributed from previous periods.



3) From the net profit that has remained undistributed from previous periods pay

out as dividends the amount of 0,75 kroons per each share.



4) To determine the list of shareholders entitled to receive dividends at 8.00

a.m. on 1 June 2005.



5) To transfer the dividend payments to the shareholders at the latest by 10 June

2005.



   3. Resolution for item 3 of the agenda:



To elect AS PricewaterhouseCoopers to be the auditors of AS Baltika during

within 2005 and 2006 and to remunerate the auditors pursuant to the agreement

that shall be executed



   4. Resolution for item 4 of the agenda:



To recall the Council in respect of the expiry of the term of office of the

Council in full composition and elect the Council consisting of four (4) members

for the next term of office in the same composition:

 Miles Burger

 Joakim Helenius

 Claire Chabrier

 Reet Saks



   5. Under item 5 of the agenda the aims and plans of activities of Baltika

      Group in 2005 were introduced. The goals are as follows:



    - Net sales of BG min 620 MEEK (39,6 MEUR)

    - Retail efficiency (sales/m2) growth over 10%

    - Retail sales growth min 20%

    - Better sourcing: improvement of the 1st price margin

    - Through improving stock management - stock turnover ratio over 4 times

    - Preparation of the strategy for 2006-2008

    - Enlarge the retail area by  ca 2000m2 in 2005 (ca 13 new shops) through

      making investments into system ca 12-13 M EEK.

    - Investments for developing IT-systems and production ca 4 M EEK.



   *1 EUR=15,6466 EEK





Ülle Järv

Financial Director

+372 6302 731