Agrowill Group AB - Notification on material event

Agenda and draft decisions for the Extraordinary General Meeting

Agenda and draft decisions for the Extraordinary General Meeting of 
Agrowill Group, AB (hereinafter ‘the Company') shareholders to be held 
on 21 July 2008, are as following:
1. Regarding increase in share capital of the Company.
To increase the share capital of Agrowill Group AB from LTL 26.142.732 (EUR
7.571.459) to LTL 30.777.777 (EUR 8.913.860) by issuing 4.635.045 new ordinary
registered shares with nominal value of LTL 1,00 (EUR 0,29) each; to combine 
the new issue of shares with the current issue of the Company's shares, which
are listed in the official list of the Vilnius Stock Exchange (ISIN code 
LT0000127466), simultaneously granting the possibility to the owners of the
shares to trade in the official list of the Vilnius Stock Exchange.

The issue price for 4.635.045 new shares is LTL 26.883.261 (EUR 7.785.931),
i.e. LTL 5,80 (EUR 1,68) per share. 

The payment for new shares will be done in cash contribution. Other
conditions, not covered by decisions of the shareholders meeting (such as
emission timing, etc.) will be defined by the Board of the Company. 

If during the defined period of time not all new emission shares are
subscribed, the share capital will be increased by the nominal value of shares
subscribed. Based on this, the Board of the Company will have to amend the
share capital and number of shares in the Articles of Association accordingly,
and to provide amended Articles of Association to the State Register.

2. Regarding the recall of priority to acquire the new share issue.
To recall the priority of all shareholders to acquire the newly issued
4.635.045 units of ordinary registered shares of Agrowill Group AB, based on
the law of public companies of the Republic of Lithuania article No.20, part I,
p. 12, and article No.57, p. 5, p. 7.

Reason for the recall is to revitalize the trade of the Company's shares at
the Vilnius Stock Exchange and to grant the possibility to the biggest
shareholder ZIA valda UAB to make additional significant investment in the
Company's activities. 

3. Regarding granting priority rights to acquire the new share issue.
3.1 To grant priority to ŽIA valda UAB (company code 124211277, address:
Smolensko str. 10, Vilnius, Lithuania) to acquire part of new shares, i.e.
3.090.030 units of ordinary registered Agrowill Group AB shares with nominal
value LTL 1,00 (EUR 0,29) each at LTL 5,80 (EUR 1,68) per share. 
3.2. To grant priority to Finasta rizikos valdymas UAB (company code 300045450,
address: Konstitucijos av. 23, Vilnius, Lithuania) to acquire part of new
shares, i.e 1.545.015 units of ordinary registered Agrowill Group AB shares
with nominal value LTL 1,00 (EUR 0,29) each at LTL 5,80 (EUR 1,68) per share. 

4. Regarding the approval of Articles of Association.
Considering the share capital increase to approve new version of Articles 
of Association.

New version of Articles of Association is enclosed to the Minutes of the 
Shareholders meeting. 

5. Regarding the commission of Company's Director.
To authorize and commission Company‘s general manager Mr. Valentas Šulskis 
to submit decisions of the Extraordinary shareholders meeting to the State 
Register of Enterprises, to sign the shares issue agreements and to take other 
actions to ensure proper realization of decisions of this shareholders meeting.


Domantas Savičius
CFO
+370 5 2335340