Market announcement

Title

18.01.2012: NOTICE CALLING EXTRAORIDNARY GENERAL MEETING OF SHAREHOLDERS; AGENDA AND DRAFT RESOLUTIONS

Message

Dear shareholder of Arco Vara AS,

An extraordinary general meeting of the shareholders of Arco Vara AS (registry
code 10261718; seat at Jõe 2B, Tallinn) will be held at 9 am on 10 February
2012 in Tallinn, at Paadi 5, Clarion Hotel Euroopa (Ida-Euroopa A hall). 

Baltplast OÜ, a shareholder of Arco Vara AS holding 18.9% of the share capital
of Arco Vara AS, requests that an extraordinary general meeting of the
shareholders of Arco Vara AS be called with the following agenda and has
submitted the following draft resolutions: 

Removal of the supervisory board members of Arco Vara AS, Mr Ragnar Meitern, Mr
Aare Tark and Mr Kalev Tanner, and election of new members of the supervisory
board. 

  1. To remove Mr Ragnar Meitern, Mr Aare Tark and Mr Kalev Tanner from the
     supervisory board of Arco Vara AS.
  2. To elect Mr Toomas Tool, Mr Aivar Pilv and Mr Stefan David Balkin as
     members of the supervisory board of Arco Vara AS.

On 18 January 2012, the supervisory board of Arco Vara AS has resolved to
approve the following agenda for the extraordinary general meeting of the
shareholders: 

Removal of the supervisory board members of Arco Vara AS, Mr Ragnar Meitern, Mr
Aare Tark and Mr Kalev Tanner, and election of new members of the supervisory
board. 

As for the reasons for its proposal to change the composition of the
supervisory board, Baltplast OÜ first pointed out that there has been a rapid
decline in the financial performance of Arco Vara AS since the end of 2007 and
that the Arco Vara group should be managed in a more reasonable and effective
manner; it also noted that Baltplast OÜ as the majority shareholder of Arco
Vara AS has been unable to be directly involved in the management of Arco Vara
AS so far. 

Materials relating to the extraordinary general meeting of the shareholders of
Arco Vara AS are available on the website of Arco Vara AS at
http://www.arcorealestate.com/investorile or at the office of Arco Vara AS in
Tallinn, at Jõe 2B, from 9 am to 5 pm on business days. 

Questions concerning the items on the agenda can be asked by an email to
[email protected]. The questions and answers will be posted on the
website of Arco Vara AS. A shareholder is entitled to receive information on
the activities of Arco Vara AS from the management board at the general meeting
pursuant to law. The shareholders whose shares represent at least one-twentieth
of the share capital of Arco Vara AS may request that additional items be
included on the agenda if they submit such a request at least 15 days before
the date of the general meeting, i.e. on 26 January 2012 at the latest; they
may also submit draft resolutions concerning each item on the agenda if they
submit such resolutions at least three days before the date of the general
meeting, i.e. on 7 February 2012 at the latest. All requests and proposals of
the shareholders should be submitted by an email to [email protected] and
they will be made public pursuant to the procedure provided by law. 

The list of the shareholders entitled vote at the meeting will be closed as at
seven days before the general meeting, i.e. at 11.59 pm on 3 February 2012. 

Registration for the extraordinary general meeting will start at 8.45 am on 10
February 2012. For registration, please bring an identification document with
you; representatives of shareholders should also bring a written authorisation
document or other documents proving their right of representation. A
shareholder may inform Arco Vara AS of the appointment of a representative or
of withdrawal of authorisation granted to a representative before the general
meeting by sending a digitally signed notice to the email address
[email protected] on 7 February 2012 at the latest. 

Yours sincerely,

The management board of Arco Vara AS