OREANDA-NEWS. Notice is hereby given that the annual general meeting of Arco Vara AS (registry number 10261718; registered office at Joe 2B, Tallinn) will be held in the Tallinn meeting room of Hotel Euroopa, Paadi 5, Tallinn on 18 June 2013 at 11:00 am (EET).

The agenda of the annual general meeting:

Approval of the annual report for 2012

The supervisory board proposes to the shareholders:

to approve the annual report for 2012;

to transfer the net loss for the year ended on 31 December 2012 of 18,034,755 euros to retained earnings.

Issuance of convertible bonds

The supervisory board proposes to the shareholders:

to increase the share capital of Arco Vara AS conditionally by issuing one convertible bond with the nominal value of 1,000 euros in accordance with the attached conditions of the convertible bond;

the convertible bond will give its owner the right to subscribe up to 390,000 shares of Arco Vara AS for 0.7 euro per share starting from 1 January 2016 until 31 December 2016;

in case of subscription the Management Board of Arco Vara may increase the share capital up to 273,000 euros, i.e by 390,000 shares. The maximum size of the new share capital may be 3,592,194.90 euros;

the existing shareholders will give up the right of privileged subscription of the convertible bond as well as the right of privileged subscription of the shares issued after the exchange of the convertible bond.

(extract from the decision of 16 October 2012 of the Supervisory Board)

The new principles of rewarding the Supervisory Board of Arco Vara AS

The supervisory board proposes to the shareholders:

to pay the members of the Supervisory Board 500 euros (net amount) for every participated meeting but not more that 1,000 euros (net amount) per month;

to make the payment of the reward dependent on the signing of the minutes of the meetings of the Supervisory Board;

not to compensate the travel and living expenses of the members of the Supervisory Board.