Börsiteade

Pealkiri

Notice on convening an Annual General Meeting of Shareholders

Teade

Notice  is hereby given that the Management Board of AS Ekspress Grupp (registry
code 10004677, official address Narva mnt 13, 10151 Tallinn) convenes the Annual
General  Meeting of  Shareholders, which  will be  held on 3(rd) of May, 2024 at
10:00 at  the  seat  of  AS  Ekspress  Grupp,  in the city of Tallinn, Narva mnt
13, 4(th) floor.  The registration of participants  in the Meeting will commence
at 9:30 at the location of the Meeting.

The circle of shareholders entitled to attend the Annual General Meeting will be
determined  seven days prior to the General Meeting, i.e. on 26(th) April, 2024
at the end of the working day of the settlement system.

The  shareholders  who  do  not  participate  in  the meeting in person may vote
electronically before the meeting.

In order to vote using electronic means the shareholders are to fill in a voting
ballot  - the ballot is attached to  the notice on convening the general meeting
both     on     the     website     of     Nasdaq    Baltic    stock    exchange
(https://nasdaqbaltic.com/statistics/en/news)  as  well  as  of  Ekspress  Grupp
(https://www.egrupp.ee/en/about-group/management/general-meeting-of-
shareholders/).  The filled in ballot shall be  signed digitally and sent to the
Management  Board by e-mail  at egrupp@egrupp.ee (mailto:egrupp@egrupp.ee) by no
later  than on 2 May  2024 at 16:00. The exact  procedure of the organisation of
the  electronic voting is also  attached to the notice  on convening the general
meeting on the aforementioned websites.

Pursuant  to the  decision of  the Supervisory  Board of  AS Ekspress Grupp, the
Agenda of the Annual General Meeting of Shareholders is as follows:

     1. The approval of the 2023 annual report of AS Ekspress Grupp
     2. The approval of the proposal for distribution of profits
     3. Extension of the mandate of the Member of the Supervisory Board

The  Management Board and  the Supervisory Board  of AS Ekspress  Grupp make the
following proposals to the shareholders about the items of the agenda.

1. The approval of the 2023 annual report of AS Ekspress Grupp

To  approve the 2023 annual report  of AS Ekspress Grupp  for the financial year
from 1(st) of January 2023 to 31(st) of December 2023.

2. The approval of the proposal for distribution of profits

To  approve the Profit  Distribution Proposal for  2023. To distribute total EUR
3.35 million as follows:

  * to pay dividends 6 (six) euro cents per share in total amount of EUR 1.84
    million;
  * to increase statutory reserve by EUR 0.17 million;
  * the remaining EUR 1.34 million to be allocated to the retained earnings.

Shareholders,  entered into  the share  register of  AS Ekspress Grupp on 17 May
2024, at the close of the business of the settlement system, will be entitled to
dividends. The day of change of the rights related to the shares (ex-date) is on
16 May  2024; from this date  onwards, the person  acquiring the shares will not
have  the right to receive dividends for the financial year 2023. Dividends will
be  paid to the  shareholders on 22 May  2024 to the shareholder's bank account,
which is linked to the securities account.

3. Extension of the mandate of the Member of the Supervisory Board

To  extend the mandate of the Supervisory  Board Member Hans Luik for five years
from 21 May 2024 until 20 May 2029.


All  documents concerning the  Annual General Meeting  of the Shareholders of AS
Ekspress  Grupp,  including  draft  resolutions,  are  available on the homepage
(https://www.egrupp.ee/en/about-group/management/general-meeting-of-
shareholders/) of AS Ekspress Grupp.

At  the Meeting,  the shareholders  are entitled  to receive  information on the
activities  of AS  Ekspress Grupp  from the  Management Board. If the Management
Board  of AS Ekspress Grupp refuses to provide information, the shareholders may
demand  that the General Meeting  decides on the legitimacy  of their demand, or
submit,  within two weeks, an application to court in proceedings on petition to
require the Management Board to provide the information.

Shareholders  whose  shares  represent  at  least  1/20 of the share capital are
entitled  to present a draft resolution on each agenda item to AS Ekspress Grupp
at  least three days prior to the General Meeting, i.e. until 30 April, 2024, by
submitting    it    in    writing    to    e-mail    address    egrupp@egrupp.ee
(mailto:egrupp@egrupp.ee).

Shareholders  whose  shares  represent  at  least  1/20 of the share capital are
entitled  to request  the inclusion  of additional  items in  the agenda  of the
General Meeting of AS Ekspress Grupp, provided that the request is submitted 15
days  prior to the General Meeting at  the latest, i.e. until 18 April, 2024, by
submitting    it    in    writing    to    e-mail    address:   egrupp@egrupp.ee
(mailto:egrupp@egrupp.ee).

As  at 11 April, 2024, the share capital  of AS Ekspress Grupp is 18,478,104.60
euros.  The total number  of shares is  30,796,841, with each share granting one
vote. The right to vote is not granted to AS Ekspress Grupp's 92,549 own shares.

For   the  registration  of  participants  in  the  Annual  General  Meeting  of
Shareholders, we kindly ask to submit:

  * shareholders who are natural persons an identity document; representatives
    of shareholders who are natural persons an identity document and a written
    document certifying their authorisation;
  * legal representatives of shareholders who are legal persons an identity
    document; the authorised representative should also hold a valid written
    authorisation document. The shareholder registered in a foreign country to
    present a valid extract from the relevant register where the legal person is
    registered and from which the representative's right to represent the
    shareholder arises. The extract from the register of the foreign shareholder
    and power of attorney of the representative must be legalised or certified
    by an apostil, unless stipulated otherwise in international agreements. AS
    Ekspress Grupp may also register a shareholder who is a legal person in a
    foreign country as a participant in the General Meeting if all the required
    data concerning the legal person and the representative is contained in a
    notarised authorisation document issued in the foreign country and the
    authorisation document is acceptable in Estonia.

Prior to the General Meeting, shareholders may give notice of the appointment of
a representative and the withdrawal by the principal of the authorisation via e-
mail  to the address egrupp@egrupp.ee (mailto:egrupp@egrupp.ee) or by delivering
the  aforementioned document(s) to  the seat of  AS Ekspress Grupp  at Narva mnt
13, Tallinn,  2(nd) floor  (on  business  days  from 10:00 to 16:00) by 16:00 on
2(nd) May,  2024 at the latest, using the templates available on the homepage of
AS  Ekspress Grupp, www.egrupp.ee (http://www.egrupp.ee). It is possible to vote
at  the General Meeting using electronical means prior to the General Meeting in
accordance  with the electronic voting procedure. It  is not possible to vote at
the General Meeting by mail.

Mari-Liis Rüütsalu
AS Ekspress Grupp
Chairman of the Management Board
+372 512 2591
mariliis.ryytsalu@egrupp.ee (mailto:mariliis.ryytsalu@egrupp.ee)

AS Ekspress Grupp is the leading Baltic media group whose key activities include
web media content production, and publishing of newspapers, magazines and books.
The Group also operates an electronic ticket sales platform and ticket sales
offices and offers outdoor screen service in Estonia and Latvia. Ekspress Grupp
launched its operations in 1989 and employs almost 1,100 people.