Notice is hereby given that the annual general meeting of AS BALTIKA (registry number 10144415, address Veerenni 24, Tallinn) will be held at the Moelava Hall of the Baltika Quarter at Veerenni 24, Tallinn, on 21 June 2010, commencing at 10 a.m. Registration for the annual general meeting begins at 9.30 a.m. in the same location. To attend the annual general meeting: - Shareholders who are individuals have to show a document verifying their identity; appointed proxies have to show a document verifying their identity and a letter of authorization; - Lawful representatives of shareholders who are legal entities have to show an extract from the registry where the legal entity is registered and a document verifying their identity; proxies have to show the above as well as a letter of authorization. A shareholder may notify AS Baltika of the appointment of a proxy or the withdrawal of authorization before the annual general meeting by sending a corresponding digitally signed e-mail message to baltika@baltikagroup.com or by delivering the information in person on workdays between 10 a.m. to 4 p.m. or by ordinary mail to AS Baltika, Veerenni 24, 10135 Tallinn by 18 June 2010 by 4 p.m. at the latest. Shareholders entitled to participate in the annual general meeting will be determined as at 8 a.m. at the date of the annual general meeting of AS Baltika. The agenda approved by the supervisory council and the resolutions to be proposed: 1. Approval of the annual report for 2009 and covering of the loss - To approve the annual report of AS Baltika for 2009 as presented. - To approve the company's net loss for 2009 in an amount of 159,104,361 kroons and to cover the loss with retained earnings. - To pay the holders of preferred shares a dividend from retained earnings under the terms and conditions provided in the articles of association. 2. Appointment and remuneration of the auditor - To appoint AS PricewaterhouseCoopers as the company's auditor for fiscal 2010 and to remunerate the auditor in accordance with the service agreement to be signed. 3. Increase of share capital - To increase the share capital of AS Baltika by issuing 7,500,000 to 8,850,000 additional registered ordinary shares with a par value of 10 kroons and an issue price of 12 kroons. Share premium will be 2 kroons. The shares will be issued for three investors in accordance with Section 12 Subsection 2 Clause 3 of the Securities Market Act. The shares will be subscribed on 21 June 2010 and the shares will be paid for on 25 June 2010 at the latest. The shares will entitle the holder to a dividend from the financial year in which the share capital is increased. Shareholders will waive their pre-emptive right to subscribe for the shares issued under this resolution. The shares will be listed on the NASDAQ OMX Tallinn Stock Exchange. The intent to subscribe for the shares has been affirmed by: DCF Fund (II) Baltic states 3,250,000 shares E.Miroglio S.A. 3,000,000 shares East Capital Baltic Fund 2,600,000 shares 4. Election of members of the supervisory council - To appoint Edoardo Miroglio and Jaakko Salmelin as additional members of the supervisory council of AS Baltika. Edoardo Miroglio is the Chief Executive Officer of Miroglio S.P.A:. He has long term expierence in international retail, fashion and textile industry business. Eduardo Miroglio does not hold any shares in AS Baltika. Jaakko Sakari Mikael Salmelin is the Senior Portfolio Manager of Danske Capital/Sampo Bank Oyj. Since 2003 Mr. Salmelin has held several position in Danske Capital Finland and its successor Danske Capital / Sampo Bank Oyj. He has managed and co-managed various Eastern European funds in Danske Capital since 2004, focusing mainly on the Baltic and Balkan markets Jaakko Sakari Mikael Salmelin does not hold any shares in AS Baltika. 5. Presentation of the strategy of Baltika Group for 2010-2014 The annual report of AS Baltika for 2009, the independent auditor's report, the profit allocation proposal and other documents to be presented to the annual general meeting will be available to shareholders from the date of release of this notice until the date of the annual general meeting at the website of AS Baltika on www.baltikagroup.com and at the website of the NASDAQ OMX Tallinn Stock Exchange on www.nasdaqomxbaltic.com. Questions regarding the agenda items can be sent by email to baltika@baltikagroup.com. At the annual general meeting, a shareholder is entitled to receive from the company's management board information about the company's business and performance. The management board may decide to withhold certain information if there is reason to believe that disclosure of the information may cause significant damage to the company's interests. If the management board refuses to disclose some information, a shareholder may demand that the general meeting adopt a resolution regarding the lawfulness of the information request or file a petition with a court of law within two weeks requesting that the court require the management board to disclose the information. A shareholder whose shares represent at least one twentieth of the share capital of AS Baltika may demand that additional matters be included on the agenda of the annual general meeting if the demand is submitted in writing at least 15 days before the date of the annual general meeting to AS Baltika, Veerenni 24, 10135 Tallinn. Shareholders whose shares represent at least one twentieth of the share capital of AS Baltika may submit to the company a draft resolution for any agenda item by sending the said draft resolution in writing at least three days before the annual general meeting to AS Baltika, Veerenni 24, 10135 Tallinn. Ülle Järv Member of the Management Board +371 330 2731