Market announcement

Title

Notice of extraordinary general meeting of shareholders of Nordecon AS

Message

The  management board of  Nordecon AS (the  "Company") (registry code 10099962,
address Toompuiestee 35, 10149 Tallinn) hereby convenes an extraordinary general
meeting  of shareholders, which shall be held on 22 December 2020 at 10:00 am at
the  Radisson Blu  Hotel Olümpia  conference centre  at the conference hall Zeta
(Liivalaia 33, 10118 Tallinn).

The  list  of  shareholders  entitled  to  participate at the general meeting is
determined  as at  seven days  before the  general meeting,  i.e. on 15 December
2020 as at the end of the working day of the settlement system.

The registration of the participants of the general meeting will take place from
9:00 am until 10:00 a.m. at the venue of the general meeting.

For registration, please submit:

  * in case of a shareholder who is a private person, a passport or ID card as a
    document of identification. The representative of the shareholder must also
    submit a written and currently valid power of attorney;
  * in case of a shareholder who is a legal entity, a currently valid extract
    from the respective register where the legal entity is registered and from
    which the authorisation of the legal entity's representative to represent
    the legal entity is evident (representation by virtue of law) and a passport
    or ID card or any other document of identification with a photo of the
    representative. If the legal entity is represented by a person who is not
    the legal representative of the legal entity, a written and currently valid
    power of attorney must also be submitted.

Prior  to the general meeting, a shareholder  may notify the Company of giving a
proxy  or cancelling a proxy by sending  a respective digitally signed notice to
the  e-mail address  [email protected] (mailto:[email protected])  or by
delivering  the notice  in a  format which  can be  reproduced in writing during
working  days from 10:00 am until 4:00 pm to the address Toompuiestee 35, 10149
Tallinn  by 4:00 pm on 21 December 2020 at the latest, i.e. the last working day
prior  to the general  meeting. Sven Papp  or Alla Kuznetsova,  lawyers from law
firm  Ellex  Raidla,  may  be  appointed  as  authorised representatives, if the
shareholder so desire.

The  management  board  of  the  Company  asks  the  shareholders  to  take into
consideration  possible  measures  and  restrictions  established to prevent the
spread  of the coronavirus  and to  minimise the  extent of physical gatherings.
Therefore,  the management board urges the  shareholders to appoint Sven Papp or
Alla Kuznetsova, lawyers from law firm Ellex Raidla, as a representative to vote
at  the general  meeting, using  the templates  available at  the website of the
Company  www.nordecon.com (http://www.nordecon.com),  and not  to participate in
the general meeting in person.

The management board affirms that appropriate measures will be taken on the site
of  the general meeting to minimise the possibility of spreading the coronavirus
in   accordance  with  the  restrictions  applied  by  the  Government  and  the
recommendations  of the Health Board. Taking into account the aforementioned, no
coffee or tea or snacks will be offered at the beginning of the meeting.

Pursuant  to the  resolution of  the Company's  supervisory board of 30 November
2020, the agenda of the extraordinary general meeting is as follows:

1. Distribution of Company's profit.

The  supervisory  board  of  the  Company  makes  the  following proposal to the
shareholders:

Agenda item No. 1. Distribution of Company's profit

1.1 To  distribute  to  the  shareholders  of  the  Company  on the basis of the
approved  2019 annual report the  profit as follows:  the Company's consolidated
net  profit  for  2019 amounts  to  3,378 thousand euros, the Company's retained
profit  from previous  periods amounts  to 9,005 thousand  euros, and, thus, the
total  distributable profit  as at  31 December 2019 amounted to 12,383 thousand
euros.  To allocate 0.06 euros per share as  the profit to be distributed to the
shareholders  (dividend). No appropriations shall be made to the capital reserve
or  other  reserves  provided  for  by  the  law or the articles of association.
Shareholders  entitled  to  dividends  include  persons entered in the Company's
share   register   on   7 January 2021 as   at   the end of  the working  day of
the settlement  system. The ex-date is 6 January 2021: as  of this date a person
who acquired shares is not entitled to dividends for the 2019 financial year. No
dividends  shall be paid  to the Company  for own shares.  The dividends will be
distributed to the shareholders on 25 March 2021 at the latest.

                            ________________________

All  documents pertaining to  the extraordinary general  meeting of the Company,
inter  alia the draft resolutions and the reasoning of agenda items presented by
shareholders  and  the  respective  draft  resolutions, the approved 2019 annual
report,  independent auditor's report, profit  allocation proposal and any other
documents  and relevant information to be published  under the law or related to
the  meeting's items are available for  review starting from 30 November 2020 on
the  website  of  the  Company  at  www.nordecon.com (http://www.nordecon.com/).
Questions  related to  the extraordinary  general meeting  and its agenda can be
sent to the e-mail address [email protected] (mailto:[email protected]).
The  questions, answer, shareholder's propositions relating  to the items on the
agenda  and the minutes of the general  meeting will be published on the website
of the Company at www.nordecon.com (http://www.nordecon.com/).

A  shareholder has  the right  to receive  information on  the activities of the
Company  from the  management board  at the  general meeting.  If the management
board  refuses to disclose the information,  the shareholder may demand that the
general  meeting decides on  the lawfulness of  the shareholder's request or may
file  within two weeks from the general meeting  a petition to a court by way of
proceedings  on  petition  to  compel  the  management  board  to  disclose  the
information.

Shareholders,  whose shares represent at least  1/20 of the share capital of the
Company,  may propose draft resolutions with respect to each item on the agenda.
Proposals  must be sent in  writing to the Company  at the address: Nordecon AS,
Toompuiestee  35, 10149 Tallinn, at least  3 days prior to  the general meeting,
i.e. by 19 December 2020.

Andri Hõbemägi
Nordecon AS
Head of Investor Relations
Tel: +372 6272 022
Email: [email protected] (mailto:[email protected])
www.nordecon.com (http://www.nordecon.com)