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Resolutions of the Annual General Meeting of AS Tallinna Sadam

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The  annual general meeting  of AS Tallinna  Sadam, registration code 10137319,
address  Sadama 25, 15051 Tallinn, was held on 14 May 2019 conveinig at 10.00 in
Kultuurikatel (Põhja pst 27a, Tallinn).

The notice on calling the annual general meeting was published on 22 April 2019
in  the stock exchange information system, on  Tallinna Sadam website and in the
daily newspaper "Postimees".

A  total of 149 shareholders  participated and were  represented at the meeting,
with  their corresponding shares representing a total of 214 935 132 votes. This
means 81,72% of the votes determined by shares were represented at the meeting.

The annual general meeting of the shareholders of AS Tallinna Sadam resolved:

 1. Approval of the Annual Report 2018

With  214 930 429, i.e. 100,00% votes  in favour,  to approve  the Annual Report
2018 of AS Tallinna Sadam, as presented to the general meeting.

 1. Profit allocation

With  214 909 698, i.e. 99,99% votes in favour, to approve the net profit of the
financial  year  of  2018 in  the  amount  of  24 423 303 euros and the retained
earnings  of 42 100 654 euros  and to  pay dividends  to the shareholders 0.134
euros per share, in the total amount of 35 242 000 euros.

The list of shareholders entitled to receive dividends will be established as at
28 May   2019 at   the  end  of  the  working  day  of  the  settlement  system.
Consequently, the day of change of the rights related to the shares (ex-dividend
date)  is set to 27 May 2019. From that day the person acquiring the shares will
not  have the right to receive  dividends for the financial year 2018. Dividends
shall be disbursed to the shareholders on 4 June 2019.

 1. Change of the Rules of Procedure of the Supervisory Board

With  206 442 366, i.e.  96,05% votes  in  favour,  to  invalidate  the rules of
procedure of the Supervisory Board of AS Tallinna Sadam approved by the decision
of  the sole shareholder on 25 April 2011 and  to approve the rules of procedure
of the Supervisory Board of AS Tallinna Sadam in the new version as submitted to
the general meeting.

 1. Formation of the Nomination Committee of the members of the Supervisory
    Board

To form a Nomination Committee of AS Tallinna Sadam (hereinafter "the Nomination
Committee")  with the purpose  of making proposals  for the election, recall and
remuneration  of  the  members  of  the  Supervisory  Board of AS Tallinna Sadam
(hereinafter  referred to as "the  Supervisory Board"). The Nomination Committee
consists  of  representatives  of  the  shareholders  and  aims  to  ensure  the
composition  of the  Supervisory Board  as a  unified team  and to  evaluate the
compatibility  of the candidates of the  members of the Supervisory Board before
they  are  proposed  to  the  general  meeting  in order to ensure the effective
interaction of the proposed Supervisory Board to achieve the company's goals. To
appoint following persons as the members of the Nomination Committee:

 1. Erkki Raasuke, Chairman of the Nomination Committee established by the
    Estonian Government;
 2. Veiko Tali, Secretary-General of the Ministry of Finance;
 3. Ando Leppiman, Secretary-General of the Ministry of Economic Affairs and
    Communications;
 4. Sven Kunsing, Management Board Member of SEB Varahalduse AS;
 5. Elena Kiseleva, Principal Banker of Transport Team of European Bank of
    Reconstruction and Development.

To  approve the rules  of procedure of  the Nomination Committee  of AS Tallinna
Sadam as set out in Annex 4.1.

211 085 739 votes,  i.e.  98,21% of  the  votes  represented at the meeting were
given by the shareholders in favour of the resolution.

The  minutes  of  the  general  meeting  shall  be made public at Tallinna Sadam
investor  web site https://investor.ts.ee/ within 2 (two)  days from the date of
the general meeting.

Tallinna  Sadam is one of the largest cargo- and passenger port complexes in the
Baltic  Sea  region,  which  in  2018 serviced 10.6 million passengers and 20.6
million  tons of cargo. In addition  to passenger and freight services, Tallinna
Sadam  group also  operates in  shipping business  via its  subsidiaries - OÜ TS
Laevad  provides ferry  services between  the Estonian  mainland and the largest
islands,  and OÜ  TS Shipping  charters its  multifunctional vessel  Botnica for
icebreaking  and construction services in  Estonia and offshore projects abroad.
Tallinna  Sadam group  is also  a shareholder  of an  associate AS Green Marine,
which  provides waste management services. Tallinna Sadam group's sales in 2018
totaled  EUR 130.6 million, adjusted EBITDA EUR  74.4 million and net profit EUR
24.4 million.

Additional information:

Marju Zirel
Head of Investor Relations
AS Tallinna Sadam
[email protected] (mailto:[email protected])