Börsiteade

Pealkiri

AS Tallinna Vesi notice to convene the Annual General Meeting of Shareholders

Teade

The  Management  Board  of  AS  TALLINNA  VESI  (registry  code  10257326, Ädala
10, 10614 Tallinn)  (hereinafter also  "the Company")  announces that the Annual
General  Meeting of Shareholders of the Company will be held on Thursday, 1 June
2023 at  10:00 (UTC+3) in  the Blue Auditorium  at the  Water Treatment Plant at
Ülemiste  (Address:  Järvevana  Road  3, Tallinn,  Estonia). Registration of the
shareholders   wishing   to   participate  in  the  Annual  General  Meeting  in
person, will start  at 09:00 (UTC+3) on 1 June 2023 at  the place of the General
Meeting.  Registration will end at 09:50 (UTC+3). We kindly ask shareholders and
their  representatives  to  arrive  as  early  as possible, considering the time
required  to register participants. The organizers of the meeting have the right
not to take into account late requests for participation and registration in the
meeting.

The  list of shareholders  having the right  to vote will  be established 7 days
prior  to the Annual  General Meeting, i.e.,  at the end  of business day of the
settlement system of Nasdaq CSD Eesti on 25 May 2023.

The Supervisory Council has approved the agenda of the Annual General Meeting of
Shareholders with the following proposals:

1. Approval of 2022 Annual Report

Supervisory Council's proposal:
To  approve the consolidated  2022 Annual Report of  the Company as submitted to
the General Meeting.

2. Distribution of profit

Supervisory Council's proposal:
The  net profit of the Company in  2022 is EUR8,406 thousand. To distribute EUR6,600
thousand   of  the  Company's  retained  earnings  of  EUR72,814  thousand  as  of
31/12/2022, incl.  from the net profit of  EUR8,406 thousand for the year 2022, as
dividends of which EUR0.33 per share will be paid to the shareholders.

The rest of retained earnings shall remain undistributed.

No allocations shall be made from the net profit to the reserve capital.

Based  on the  dividend proposal  made by  the Management Board, the Supervisory
Council  proposes to decide to pay the  dividends out to the shareholders on 28
June  2023. The  list  of  shareholders  entitled  to  receive dividends will be
established  as at 20 June 2023 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  19 June 2023. A person acquiring  the shares from 19
June  2023 onwards shall not be entitled  to receive the dividends determined by
this decision.

3. Recall  of a  Supervisory Council  member and  election of  a new Supervisory
Council member

3.1. Recalling of Mr Allar Jõks from the Supervisory Council

Supervisory Council's proposal:
In  view  of  the  expiry  of  the  10-year  term  of  office  (criterion for an
independent   Board   Member   in   accordance  with  the  Corporate  Governance
Recommendations), to grant the resignation presented by Mr Allar Jõks and recall
him from the Supervisory Council (end of term 01/06/2023).

3.2        Election of Gerli Kivisoo as a new Supervisory Council member

Supervisory Council's proposal:
To  elect Gerli Kivisoo as  a new independent member  of the Supervisory Council
for  a term of office of three (3) years from 2 June 2023. The activities of the
Member  of the Supervisory Council will be remunerated in accordance with clause
3 of the Minutes of the General Meeting of the Company of 22/11/2005.

4. Election of an auditor

Supervisory  Council's proposal:  To appoint  Aktsiaselts PricewaterhouseCoopers
(registry  code 10142876) as the auditor of  the Company for the financial years
of 2023 and 2024 and authorize the Management Board of the Company to extend the
current   agreement   with   the  said  auditor  (including  the  procedure  for
remuneration of the auditor) for two years.

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

Accepting additional items to the agenda of the Annual General Meeting
Shareholders  with their shares representing at  least 1/20 of the share capital
may  make  proposals  regarding  agenda  items  (including  nominate alternative
candidates  for members  of the  Supervisory Council)  and request  adding extra
items  to  the  agenda  of  the  General  Meeting, provided that this request is
submitted in writing by post (Ädala 10, 10614 Tallinn) or electronically (email:
[email protected]  (mailto:[email protected]))  no  later  than  15 days  prior to the
General  Meeting,  i.e.,  the  Company  has  received them by 17 May 2023 at the
latest.  Shareholders with their shares representing  at least 1/20 of the share
capital,  may submit their draft resolutions in  writing for each agenda item no
later  than 3 days  prior to  the General  Meeting, i.e.,  by the end of the day
(23:59  UTC+3) on  29 May 2023 at  the latest.  The process  of exercising those
rights    is    published    in   more   detail   on   the   Company's   website
at www.tallinnavesi.ee   (http://www.tallinnavesi.ee/),  where  also  the  draft
resolutions  and reasoning submitted by shareholders will be published after the
receipt thereof.

Requesting information from the Management Board and background information
After  the agenda items of the  General Meeting, including any additional items,
have  been  discussed,  the  shareholders  may  inquire  information  about  the
Company's  activities from the Management Board in accordance with the procedure
published      on      the      Company's     website     at www.tallinnavesi.ee
(http://www.tallinnavesi.ee/).   Shareholders   have   the   right   to  request
information  from the Company's Management Board also by e-mail by sending their
questions  before the  General Meeting  by 17:00 (UTC+3)  on 31 May  2023 at the
latest. Background information about the agenda (incl. the notice to convene the
General Meeting), the 2022 Annual Report of the Company, the Supervisory Council
report,   the  Auditor's  report,  the  proposal  for  distribution  of  profit,
reasonings  regarding agenda items  along with respective  draft resolutions, as
well  as any other  information and documents  subject to disclosure under legal
acts, and other important information regarding the agenda, are available on the
Company's   website  at www.tallinnavesi.ee  (http://www.tallinnavesi.ee/).  The
website  also  provides  an  overview  of  documents  that  the shareholders are
required to take along in order to be able to participate in the General Meeting
(either  in person  or by  proxy) and  information provided  in §  294(1) of the
Commercial Code.
The  Company's 2022 Annual Report and the Auditor's report are also available on
Nasdaq          Baltic's          website         at http://www.nasdaqbaltic.com
(http://www.nasdaqbaltic.com/).

Please  send the questions regarding the Annual General Meeting of Shareholders,
its   agenda,   electronic   voting   or   the   appointment  of  a  shareholder
representative to  Ms  Maria  Tiidus,  Head  of  Communications  of  the Company
([email protected],  telephone:  +372 626 2271). The  questions, answers and
minutes  of  the  General  Meeting  will  be published on the Company's website.
Written   notices  of  appointing  shareholder  representatives  or  notices  of
withdrawal of authorizations of representatives can also be sent to the above e-
mail  address  no  later  than  during  the  business  day preceding the General
Meeting, i.e., 17:00 (UTC+3) on 31 May 2023 at the latest.

Appointing a proxy
We  ask everybody, who  are going to  appoint a proxy  for themselves, inform us
about  their intent by 17:00 (UTC+3) on 31 May 2023 at the latest and e-mail the
digitally  signed  proxies  to  [email protected]  (mailto:[email protected]).  In the
absence of the opportunity of a digital signature, we ask a copy of the proxy to
be  e-mailed to [email protected] (mailto:[email protected]) and the original proxy to
be  sent by post to  the Company at: Ädala  10, 10614 Tallinn, Estonia by 17:00
(UTC+3)  on  31 May  2023 at  the  latest.  The proxy  form is  available on the
Company's  website  "Investor->Shareholders  Meeting->01.05.2023->Identification
documents required for attending the General Meeting".

Electronic  voting. The  possibility to  vote in  advance using electronic means
will be opened from the publication of the notice to convene the General Meeting
until  17:00 (UTC+3) the day  before the General  Meeting (31 May 2023) by using
the  ballot paper published on the Company's website and by sending the properly
completed  and electronically  signed ballot  paper by  e-mail to [email protected]
(mailto:[email protected]). A shareholder who voted using electronic means shall be
deemed as having participated in the General Meeting and their votes represented
by  shares shall be counted  in the quorum of  the General Meeting. The detailed
procedure  and instructions  for voting  in advance  using electronic  means are
published  on the Company's  website. It is  not possible to  participate in the
General  Meeting using electronic means without  being physically present at the
General Meeting.

Documents  proving identity and  right of representation  required for attending
the General Meeting
Shareholders  are  kindly  requested  to  bring  along  a  valid  identification
document.  Shareholder  representatives  are  kindly  requested to bring along a
valid  identification  document  and  a  valid  written  proxy  (see  here above
"Appointing  a proxy"). In the case of legal persons, we kindly request you also
bring  a valid copy of the registry  card, showing the representative's right of
representation.  Each document  issued by  a foreign  country's official must be
either legalized or authenticated with a document certificate apostille and have
a translation into Estonian certified by a sworn translator attached.

The  notice  to  convene  the  General  Meeting  will  be published in the daily
newspaper Eesti Päevaleht on 10 May 2023.

After  the end of the  General Meeting all shareholders  and the journalists may
have  a  guided  tour  in  the  Water  Treatment  Plant  to familiarise with its
processes.  The tour will take approx. 1,5 hours. We kindly ask you to notify of
your     interest     ahead     by     e-mailing     at    [email protected]
(mailto:[email protected]).

The  minutes of  the General  Meeting will  be made  available on  the Company's
website no later than seven days after the meeting.


Aleksandr Timofejev

AS Tallinna Vesi CEO

+372 6262 200

[email protected] (mailto:[email protected])