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REGULAR ANNUAL GENERAL MEETING OF THE SHAREHOLDERS

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The management board of Tallinna Kaubamaja AS (registry code 10223439, address
2 Gonsiori St, 10143 Tallinn) calls the annual general meeting of shareholders
to be held at 15.00 on 20 May 2009 at the meeting room of Tallinna Kaubamaja
AS, 2 Gonsiori St, Tallinn (administrative entrance from Laikmaa St). 

The supervisory board of Tallinna Kaubamaja AS composed the following agenda of
the general meting and makes the following proposals: 

1. Approval of the annual report of Tallinna Kaubamaja AS for 2008. To approve
the annual report as prepared by the management board and approved by the
supervisory board of Tallinna Kaubamaja AS for 2008, according to which the
consolidated balance sheet total of Tallinna Kaubamaja AS was 4,334,233
thousand kroons as of 31.12.2008, the revenue for the financial year was
6,531,420 thousand kroons and the net profit was 83,129 thousand kroons. 

2. Distribution of profit
To approve the proposal for the distribution of the profit of Tallinna
Kaubamaja AS for 2008 as submitted by the management board and approved by the
supervisory board as follows: 
Retained profit                                       622,590 thousand kroons
Net profit for 2008                                    83,129 thousand kroons
Total distributable profit as of 31.12.2008           705,719 thousand kroons
Dividends of EEK 0.4 to be paid per share              16,292 thousand kroons
Retained profit after the distribution of profit      689,427 thousand kroons

The list of shareholders entitled to dividends shall be closed at 23.59 hours
on 3 June 2009. The dividends are to be paid out to the shareholders on 4 June
2009 by transfer to the shareholders' bank accounts. 

3. Appointment of the auditor and determination of the procedure for
remuneration 
In 2008 the previous three year fixed-term contract with the auditor Ernst &
Young Baltic AS expired. The Group organised a competition to find a firm of
auditors and as a result AS PricewaterhouseCoopers was chosen. The supervisory
board makes a proposal to appoint AS PricewaterhouseCoopers, commercial
registry code 10142876, as the auditor of Tallinna Kaubamaja AS for the
financial years 2009-2011. Consent obtained. Remuneration of the auditor will
be decided by the management of the public limited company. 

4. Removal of the members of the supervisory board
In connection with the expiry of the authority of the members of the
supervisory board, the board makes a proposal to remove all of the members:
Andres Järving, Jüri Käo, Enn Kunila, Meelis Milder and Gunnar Kraft. 

5. Election of the members of the supervisory board
The supervisory board makes a proposal to re-elect Andres Järving, Jüri Käo,
Enn Kunila, Meelis Milder and Gunnar Kraft as the members of the supervisory
board of Tallinna Kaubamaja AS for the three year period until the annual
general meeting of shareholders in 2012. 

The annual report of Tallinna Kaubamaja AS is available for examination at the
company's website www.kaubamaja.ee and at the secretariat of Tallinna Kaubamaja
AS at 2 Gonsiori St, 2nd Floor, Tallinn, from 10.00 to 15.00 on working days
from 5 May 2009. Questions about the items on the agenda of the general meeting
may be sent by e-mail to sekretar.gonsiori@kaubamaja.ee or by letter to the
company's address or by telephone to +372 667 3300. 

Registration of participants in the meeting begins at 14.45 on 20 May 2009. For
registration we ask that you please present: 
shareholders who are natural persons are required to present an identity
document; representatives of such shareholders are required to present a
written authorisation document and an identity document; representatives of
shareholders who are legal persons are requested to present a valid attested
transcript of the registry card indicating the person's right to represent the
shareholder, and the representative's identity document, or a duly formalized
authorisation document and an identity document. The documents of legal persons
registered abroad should be legalised or apostilled prior to presentation.
Passports and ID cards are acceptable as identity documents. According to § 297
(5) of the Commercial Code, the list of shareholders 
entitled to vote at the meeting will be fixed at 23.59 on 10 May 2009. 

Management Board of Tallinna Kaubamaja Aktsiaselts

Raul Puusepp
Chairman of the Board
Phone +372 731 5000