Börsiteade

Pealkiri

Notice to convene the Annual General Meeting of Shareholders

Teade

The Management Board of Aktsiaselts Silvano Fashion Group (Estonian Commercial
Register code: 10175491; registered address: Akadeemia tee 33, Tallinn, 12618;
the Company) announces that the Company's Annual General Meeting of
Shareholders shall be held on Monday, 28th of June 2010 at 12:30 in the „Sigma“
conference room of Reval Hotel Olümpia at the address: Liivalaia 33, 10118
Tallinn, Estonia. 

Registration of participants of the meeting will start on 28th of June 2010 at
12:00. 

The agenda for the annual general meeting approved by the Supervisory Board
together with its proposals is as follows: 

1.Approval of the 2009 Annual Report
Supervisory Board proposal: To vote for the approval of the annual report of
the Company for the financial year 1 January 2009 - 31 December 2009. 

2.Distribution of profits
Supervisory Board proposal: To vote for covering the loss of the financial year
1 January 2009 - 31 December 2009 in the amount of EEK 38,616,000 (EUR
2,468,000) by the undistributed profit of previous periods and to distribute
EEK 30,985,744 (EUR 1,980,350) as dividends from the Company's retained
earnings as of 31.12.2009, of which EEK 0,78 (EUR 0,05) per share shall be paid
to the shareholders of the Company. To pay the dividends out to the
shareholders on 21 September 2010 and to determine the list of shareholders
entitled to receive dividends (the record date) on the basis of the share
ledger as at 23.59 on 15 July 2010. 

3.Appointment of the auditor
KPMG Baltics AS has provided auditing services to the Company during the
financial year 2009. In the opinion of the Supervisory Board, KPMG Baltics AS
has provided services in compliance with the agreement with the auditor. 
Supervisory Board proposal: to appoint KPMG Baltics AS as the auditor and Taivo
Epner as the lead auditor for the 2010 financial year and to approve the
remuneration of the auditor in accordance with the price offer of KPMG Baltics
AS. 

4.Approval of Sven Kunsing's resignation from the Supervisory Board.
Supervisory Board proposal: To vote for the approval of Sven Kunsing's
resignation from the Supervisory Board. 

5.Electing new Supervisory Board member
Supervisory Board proposal: To vote for the Supervisory Board member candidate
proposed by the shareholders at the Annual General Meeting of Shareholders of
the Company. 

6.Remuneration of Supervisory Board Members
Supervisory Board proposal: To vote for the approval of EUR 1,000 as gross
monthly remuneration for each Supervisory Board member starting from 1 July
2010 plus a bonus for all the Supervisory Board members jointly in the amount
of 2,5% from the dividend declared by the General Meeting of the Company and
paid out by the Company starting from the dividend based on 2010 results. 

7.Change of bylaws
Supervisory Board proposal: To approve the new bylaws of the Company with the
text that is available on the website of the Company
http://www.silvanofashion.com and in the registered address of the Company
Akadeemia tee 33, Tallinn. The bylaws of the Company are amended due to the
change of the registered address of the Company and in order to ensure the
compliance of the bylaws with the Estonian law and corporate governance needs
of the Company. 

8.Cancellation of own shares and reduction of share capital
Supervisory Board proposal: To vote for the reduction of the share capital of
the Company by EEK 3,930,000 to EEK 396,070,000 by way of cancelling 393,000
A-shares owned by the Company. The share capital is reduced for the purpose of
increasing the value of all the shares of the Company. 

Shareholders, whose shares represent at least 1/20 of the share capital, may
request for additional items to be included on the agenda, if the respective
request is submitted in writing at least 15 days prior to the annual general
meeting, by 10.00 am (Estonian time) on 14th of June 2010 at the very latest.
Shareholders, whose shares represent at least 1/20 of the share capital, may
present their draft resolutions to each agenda item in writing not later than 3
days before the annual general meeting, by 10.00 am (Estonian time) on 25th of
June, 2010. These draft resolutions (in the event they are submitted) will be
available at the premises of the Company at Akadeemia tee 33, Tallinn. 

After the agenda items of the annual general meeting have been exhausted,
including any additional items, the shareholders may inquire about the
Company's activities from the Management Board of the Company. 

The 2009 Annual Report of the Company and the auditor's report are available
for review on the website of NASDAQ OMX Tallinn Stock Exchange
http://www.nasdaqomxbaltic.com/. The 2009 Annual Report of the Company, the
auditor's report, the proposal for distribution of profits, draft bylaws,
possible proposals of resolution and explanations regarding additional agenda
items submitted by the shareholders or other persons authorised to do this,
other documents to be submitted to the general meeting in accordance with law
are available for reading on the homepage of the Company
http://www.silvanofashion.com and at the registered address of the Company at
Akadeemia tee 33, Tallinn from the time of publication of this notice until the
Annual General Meeting of Shareholders of the Company on 28 June 2010 from
10.00-12.00am and from 2.00-4.00pm on each working day. On June 28, 2010, the
documents can be reviewed at the venue of the annual general meeting from 12:00
until the end of the Annual General Meeting of Shareholders of the Company. The
Company may charge a reasonable service charge for making copies. 

This notice calling the General Meeting, the total number of shares and votes
related to the shares as of the date of this notice, information on the
procedure of participating the General Meeting through a representative,
including the procedure of notifying the Company of the appointment of a
representative and the withdrawal of the authorisation are available on the
homepage of the Company at http://www.silvanofashion.com. 

Written or digitally signed notices of appointing shareholder representatives
or of withdrawing representative authorizations can be sent to the below
contact details of the Company until 10.00 am (Estonian time) on June 25, at
the latest. 

Natural person shareholders must bring along a valid identification document.
Shareholder representatives must 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 translated to Estonian language. 

The list of shareholders, who are entitled to vote at the General Meeting shall
be determined on the basis of the share ledger as at 23.59 on 21 June 2010. 

Questions regarding the agenda items of the general meeting can be sent to the
below contact details of the Company. 

Dmitry Ditchkovsky
Chairman of the Management Board of AS Silvano Fashion Group
Tel +375 172880770
E-mail [email protected] 
Registered address of the Company: Akadeemia tee 33, Tallinn, Estonia