SAF Tehnika                                                    12.10.2005.



On changes in articles of association of JSC SAF Tehnika



Appendix to the draft resolutions of the AS SAF Tehnika shareholder meeting



Amendment to the Charter of the Company 



To introduce the following amendments to the Charter of the Company by 

expressing the items below in new wording as follows: 



2.1. The share capital of the Company amounts to LVL 3'030'180 (three million 

thirty thousand one hundred eighty lats). The share capital of the Company 

consists of  2’970’180 (two million nine hundred seventy thousand one hundred 

eighty) dematerialized regular presenter shares with voting rights (hereafter 

the "Regular Shares") and 60'000 (sixty thousand) dematerialized employee title 

shares without voting rights (hereafter the "Employee Shares").



2.2. The par value of each Regular Share and each Employee Share is LVL 1.00 

(one lat). The shares are indivisible. The Company's shares have been issued as 

securities. 



2.3. All Regular Shares enjoy equal right to receive dividend and winding-up 

proceeds of the Company and voting rights at the shareholders meeting. Employee 

Share owners have the right to receive dividend equal to any other owners of 

shares of the Company. The owners of Employee Shares do not have voting rights 

at the shareholders meeting and they do not have the right to receive winding-up 

proceeds of the Company. 



2.4. All Regular Shares are presenter shares. All Employee Shares are title 

shares. The rights pertaining to Regular Shares are vested to the person who 

owns the share. The rights pertaining to Employee Shares are vested to a person

 who is registered as the owner with the employee share ledger of the Company.

 The employee share ledger shall be maintained by the Management Board of the 

Company and it shall make all entries in accordance with the effective legal 

norms and terms of increase of the share capital.  



2.5. All shares of the Company are dematerialized shares. 



2.6. Each shareholder has unrestricted right to alienate its Regular Shares. 

The Employee Shares may be owned by the Company, its employees or members of 

the Management Board of the Company. Employee Shares may be alienated only on 

behalf of the Company. 



2.7. Other shareholders do not have any right of first refusal with respect to 

any shares of the Company to be alienated. 



2.8. Regular Shares shall be alienated by transferring them to the acquirers 

securities account. Employee Shares shall be alienated by making entry to the 

employee share ledger of the Company. 



2.9. The Company is not permitted to subscribe for its own shares, except for the 

Employee Shares.  The Company shall be allowed to acquire its own shares only in 

the circumstances provided by the law except for the Employee Shares which 

repurchase shall be conducted in accordance with the Terms of Share Capital 

Increase for issuance of the Employee Shares approved by the shareholders meeting 

of the Company. The Employee Shares owned by the Company are not granting any 

rights pertaining to such shares, and these rights shall not be considered when 

the profit is distributed. 



2.12. In the event of increase of the share capital of the Company the existing 

shareholders shall have a preemptive right to purchase the new issue shares in 

proportion to the total par value of shares owned by such shareholders, except 

for the issuance of Employee Shares for which the preemptive right of existing 

shareholders shall not apply.