NOTICE OF CONVENING ANNUAL GENERAL MEETING OF SHAREHOLDERS OF TALLINNA KAUBAMAJA AS

The Management Board of Tallinna Kaubamaja AS (registry code 10223439, of       
Gonsiori 2, 10143 Tallinn) convenes the annual general meeting of shareholders  
on 18 May 2010 beginning at 12.00 in Tallinn, in the meeting hall of Tallinna   
Kaubamaja AS located at the address Gonsiori 2, Tallinn (entrance through the   
door of the offices on the Laikmaa Street side.)                                
Registration of the participants in the meeting will begin on 18 May 2010 at    
11.30.                                                                          

The Supervisory Board of Tallinna Kaubamaja AS determined the following agenda  
of the annual general meeting and will submit the following proposals:          

1. Approval of the annual report of Tallinna Kaubamaja AS for 2009.             
To approve the annual report of Tallinna Kaubamaja AS for 2009 prepared by the  
Management Board and approved by the Supervisory Board, according to which as at
31.12.2009 the consolidated balance sheet total of Tallinna Kaubamaja AS is 
3 981 041 thousand kroons, the sales revenue for the financial year is 
6 388 127 thousand kroons and the net loss is 196 749 thousand kroons. 
                                                                                
2. Allocation of profit.                                                        
To adopt the proposal of Tallinna Kaubamaja AS for allocation of profit for 2009
as submitted by the Management Board and approved by the Supervisory Board as   
follows:                                                                        
Retained earnings		                              697 479 thousand kroons 
Net loss for 2009		                             -196 749 thousand kroons 
To cover the loss from retained earnings                                        
Total profit eligible for allocation as at 31.12.2009   500 730 thousand kroons
To pay dividends 0.65 kroons per share	                  26 474 thousand kroons 
Balance of retained earnings after allocation 	    474 256 thousand kroons 

The list of shareholders entitled to receive dividends shall be determined as
at 1 June 2010 at 23.59. Dividends shall be paid to the shareholders on 2 June
2010 by a transfer to the shareholder's bank account. 

Information on the procedure for exercising the rights specified in the
Commercial Code § 287, § 293 (2) and § 293'1 (3) and (4) and the term thereof is
published on the website of Tallinna Kaubamaja AS www.kaubamaja.ee. 

Documents of the annual general meeting of Tallinna Kaubamaja AS, including the
annual report, sworn auditor's report and proposal for allocation of profit,
report of the Supervisory Board and draft resolutions are available for
examination on the website of Tallinna Kaubamaja AS www.kaubamaja.ee, and in
the secretariat of Tallinna Kaubamaja AS at Gonsiori 2 (2nd floor), Tallinn,
after publication of the notice convening the general meeting until the day of
holding the general meeting, on working days between 10.00 and 16.00. Questions
on the topics included in the agenda of the general meeting can be directed to
the e-mail address: sekretar.gonsiori@kaubamaja.ee or via a letter sent to the
address of the public limited company or at Tel: +372 66 73 300. 

The set of shareholders entitled to participate in the general meeting shall be
determined as at seven days before the holding of the general meeting, i.e., as
at 11 May 2010 at 23.59. 

To register yourself as a participant in the general meeting, please present:
a shareholder who is a sole proprietor - an identity document, a representative
of a shareholder who is a sole proprietor - an identity document and written
authorisation document; 
a legal representative of a shareholder who is a legal person - an extract of
the corresponding (commercial) register where the legal person is registered
(Estonian legal person - an extract of the B commercial card, not older than
seven days) and a document certifying the identity of a representative; a
transactional representative of a shareholder who is a legal person - in
addition to the aforementioned documents, also a written authorisation document
issued by the legal representative of the legal person. We ask that you
legalise the documents of a legal person registered in a foreign country
beforehand or certify thereof with an apostille unless it arises otherwise from
an international agreement. Tallinna Kaubamaja AS may register a shareholder
who is a legal person of a foreign country as a participant in the general
meeting also in case all required data on the legal person and the
representative are included in the notarised authorisation document issued to
the representative in a foreign country and the authorisation document is
acceptable in Estonia. 
Please present your passport or identity card as an identification document. 

Before the holding of the general meeting, a shareholder may notify of the
appointment of a representative and withdrawal of authorities by the principal,
by using the e-mail address sekretar.gonsiori@kaubamaja.ee or delivering the
aforementioned document(s) on working days between 10.00 and 16.00 to the
secretariat of Tallinna Kaubamaja AS at Gonsiori 2 (2nd floor), Tallinn, at the
latest by 14 May 2010 at 16.00, by using the forms published on the website of
Tallinna Kaubamaja AS www.kaubamaja.ee. Information on appointment of a
representative and withdrawal of authorities is also available there. 

Yours sincerely
Management Board of Tallinna Kaubamaja AS