Market announcement

Title

Notice to convene the Annual General Meeting of Shareholders

Message

The  Management Board of  AS TALLINNA VESI  (registration number 10257326, Ädala
10, 10614 Tallinn) (hereinafter also "the Company") announces that the Company's
Annual  General Meeting of Shareholders shall be held on Thursday 30 May 2019 at
09.00 (GMT+3)  at Original  Sokos Hotel  Viru (Viru  väljak 4, 10111 Tallinn) in
2(nd) floor  conference  room  "Bolero".  Registration  of  participants  of the
meeting  will start on  30 May 2019 at 08.30 am  (GMT+3) at the  location of the
meeting.  Registration will end at 9.00 (GMT+3).  We kindly ask all shareholders
and their representatives to arrive in time, taking into account the time needed
for the registration of participants.

The  agenda for the Annual General Meeting  has been approved by the Supervisory
Council with the following proposals:

1.    Approval of the 2018 Annual Report

Supervisory Council's proposal:

To  approve  the  2018 Annual  Report  including  the balance sheet total in the
amount  of EUR249,748,000  (two hundred  and forty-nine  million seven hundred and
forty-eight  thousand) and net profit in  the amount of EUR24,150,000 (twenty-four
million one hundred and fifty thousand).

2.    Distribution of profit

Supervisory Council's proposal:

The  net profit of  the Company in  2018 is EUR24,150,000 (twenty-four million one
hundred  and  fifty  thousand).  To  distribute EUR15,000,600 (fifteen million six
hundred)  of  AS  Tallinna  Vesi's  retained earnings of EUR64,753,000 (sixty-four
million seven hundred and fifty-three thousand) as of 31/12/2018, incl. from the
net  profit of EUR24,150,000 (twenty-four million  one hundred and fifty thousand)
for  the year 2018, as dividends, which shall  be paid to the owners of A-shares
as follows*:

  * EUR0.7423579 (zero point seven four two three five seven nine) per share shall
    be paid to the shareholders, who are natural persons and
  * EUR0.75 (zero point seventy-five) per share shall be paid to the shareholders,
    who are legal persons
    and EUR600 (six hundred) per share shall be paid to the owner of the B-share.
    Remaining retained earnings will remain undistributed and allocations from
    the net profit will not be made to the reserve capital.

Based on the dividend proposal made by the Management Board, the Council
proposes to the general meeting to decide to pay the dividends out to the
shareholders on 25 June 2019. The list of shareholders entitled to receive
dividends will be established as at 14 June 2019 at the closure of business day
of the settlement system. Consequently, the day of change of the rights related
to the shares (ex-dividend date) is set to 13 June 2019. A person acquiring the
shares from 13 June 2019 onwards shall not be entitled to receive the dividends
determined by this decision.

3.    Extension of the terms of Supervisory Council members

3.1. Extension  of Mr  Allar Jõks'  term as  a Supervisory  Council member of AS
Tallinna Vesi from 2 June 2019

Supervisory Council's proposal:

To  extend Mr Allar  Jõks' term as  a Supervisory Council  member of AS Tallinna
Vesi by two (2) years from 2 June 2019.

3.2. Extension  of Mr Priit Rohumaa's term as a Supervisory Council member of AS
Tallinna Vesi from 2 June 2019

Supervisory Council's proposal:

To extend Mr Priit Rohumaa's term as a Supervisory Council member of AS Tallinna
Vesi by two (2) years from 2 June 2019.

4.    CEO update

-----------------------------------

Shareholders,  whose shareholding represents at least 1/20 of the share capital,
may  request  for  additional  items  to  be  added to the agenda of the General
Meeting,  if the  respective request  is submitted  in writing  at least 15 days
prior  to the General Meeting, i.e.  by 14 May 2019 at the latest. Shareholders,
whose  shareholding represents  at least  1/20 of the  share capital, may submit
their  draft resolutions to each agenda item  in writing up to 3 days before the
General  Meeting, i.e. by the end of the day (11.59 pm, GMT+3) on 26 May 2019 at
the  latest. The process of exercising these  rights is published in more detail
on      AS      Tallinna      Vesi's      website     at     www.tallinnavesi.ee
(http://www.tallinnavesi.ee/),  where  the  draft  resolutions  and explanations
submitted by the shareholders will also be published after their receipt.

After  the agenda items of the  General Meeting, including any additional items,
have  been  exhausted,  the  shareholders  may  inquire  information  about  the
Company's  activities from the Management Board of AS Tallinna Vesi according to
the   procedure  published  on  the  Company's  website  at  www.tallinnavesi.ee
(http://www.tallinnavesi.ee/).

Background  information  regarding  the  agenda,  the  2018 Annual  Report of AS
Tallinna  Vesi, the Council report, the auditor's report, the dividend proposal,
the  proposals for resolutions, as well as reasoning for additional agenda items
along  with  the  proposals  submitted  by  shareholders  for  resolution, other
documents  submitted for  the General  Meeting in  accordance with  the law, and
other important data regarding the agenda, incl. data regarding Council members'
candidates,  are available on AS  Tallinna Vesi's website at www.tallinnavesi.ee
(http://www.tallinnavesi.ee/), where you will also find an overview of documents
that  the shareholders  or their  representatives are  required to take along in
order  to be able to participate at the General Meeting (whether in person or by
proxy).

The  2018 Annual Report  of AS  Tallinna Vesi,  Council report and the auditor's
report   are   also   available   for   review   on   Nasdaq   Baltic's  website
http://www.nasdaqbaltic.com/.

In  case  you  have  any  questions  regarding  the  Annual  General  Meeting of
shareholders  or the agenda items, please contact our Head of Customer Relations
and  Communications,  Ms.  Eliis  Vennik  via  e-mail  [email protected]  or
telephone  +372 62 62 275. The questions, answers and the minutes of the General
Meeting  shall  be  published  on  the  Company's  website.  Written  notices of
appointing  shareholder  representatives  or  of  withdrawing  authorizations of
representatives  can also be sent to the above e-mail address until the business
day preceding the date of General Meeting, on 29 May 2019 at the latest.

Shareholder   representatives   are   kindly   asked  to  bring  along  a  valid
identification  document and a  valid written power-of-attorney.  In the case of
corporate  entities, we  request you  also bring  a valid  copy of your registry
card.  Each  document  issued  by  a  foreign  country's official must be either
legalized  or authenticated  with a  document certificate  apostille and  have a
notarised  translation into  Estonian attached.  Should a  shareholder require a
power-of-attorney  for  its  representative,  a  proxy  form  is available at AS
Tallinna Vesi's website under the section "Identification documents required for
attending the General Meeting".

The  list of shareholders entitled to participate at the General Meeting will be
established  as at 23 May 2019 at the closure  of business day of the settlement
system.

______________________________________

*  Explanation: according to the  Income Tax Act, at  a company level, an income
tax  rate of  14% (14/86 of  the net  amount) shall  be charged  on the share of
dividends,  which is smaller than or equal  to the previous three calendar years
average  of the Company's  profit distributions taxed  in Estonia. An income tax
rate  of 20% (20/80 of the net amount) shall  be charged on the remainder of the
dividend  pay-out. Pursuant  to the  law, a  lower tax  rate shall be applied in
2019 to  1/3 of the profits distributed in 2018, on which a resident company has
paid  income tax. Consequently, a  lower income tax rate  (14%) is applicable to
14.56% of  the dividend pay-out and  an income tax rate  of 20% is applicable to
85.44% of the dividend pay-out.

According  to the  clauses 41 (7²)  and 43 (1)  (1¹) of  the Income Tax Act, the
Company  is  required  to  withhold  7% of  income  tax on the dividends paid to
natural  persons provided that such  dividend has been taxed  with a tax rate of
14%. This  also applies to a  shareholder who is a  natural person and keeps the
shares on an investment account.

The  shareholders who are  natural persons shall  receive the dividend  as a net
amount, from which the income tax has already been withheld in full.

Eliis Vennik
Head of Customer Relations and Communications
Tallinna Vesi
(+372) 626 2275
[email protected]