Agrowill Group AB - Notification on material event

Draft resolutions of extraordinary shareholders meeting of Agrowill Group AB which will take place on 25 March 2011.

Draft resolutions of the extraordinary meeting of Agrowill Group AB shareholders
(company code 126264360, registered address: Smolensko st. 10, Vilnius) which
will take place on March 25, 2010:

1. Regarding annulment of decisions of extraordinary shareholders meeting
of the Company as of 17 November, 2010.

To annul decisions of extraordinary shareholders meeting of the Company as of
17 November, 2010.

2. Regarding increase of share capital of the Company.

To increase the share capital by issuing 10.000.000 new ordinary registered
shares 
with nominal value of LTL 1 each. To authorise the Board of the Company to set
the 
issue price for 35.000.000 new shares. To authorise the Board of the Company, in
accordance with decisions of this extraordinary shareholders meeting and laws,
to 
prepare, approve and to apply to Securities Commission of the Republic of
Lithuania 
with regard to approval of the prospectus of public offering and listing of
newly issued 
Company's shares on a regulated market. The payment for new shares will be done
in cash contribution. Other conditions, not covered by decisions of the
shareholders 
meeting (such as issue price, issue timing, payment period and 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.

3. Regarding the recall of priority right to acquire the new share issue.

To recall the priority right of all shareholders to acquire the newly issued
10.000.000 
ordinary registered shares of Agrowill Group AB, based on the Law of Companies
of 
the Republic of Lithuania article 20, part 1, p. 13, and article 57, part. 5,
p. 7. Reason 
for the recall is public offering by following proceedings provided by the
Securities law. 

4. Regarding granting priority rights to acquire the new share issue.

The priority right to acquire new shares, i.e. ordinary registered Agrowill
Group, AB 
shares, is not granted to designate persons, since new shares will be publicly
offered 
by following proceedings provided by the Securities law.

5. Regarding amendments to By-laws

Considering the share capital increase to approve amendments to By-laws (article
3.1, 3.2) as follows:

3.1. The authorized capital of the Company is 81.552.254  (eighty one million
five 
hundred fifty two thousand two hundred fifty four) Litas.

3.2. The authorized capital of the Company is divided into 81.552.254  (eighty
one 
million five  hundred fifty two thousand two hundred fifty four) ordinary
registered 
Shares. Nominal value of one share is 1 (one) Litas.

and to approve new wording of By-laws of the Company.

6. Regarding implementation of resolutions.

To authorize and commission Company‘s general director or any Member of the
Board, 
to sign new wording of the By-laws of the Company,  to submit resolutions of the
Extraordinary shareholders meeting and new wording of the By-laws of the Company
to the Register of Legal Entities, the Shares issue agreements and to take all
other 
actions to ensure proper realization of resolutions of this shareholders
meeting. 

7. Regarding authorization of the Board.

To authorize the Board , after registration of increased share capital, to call
the new 
extraordinary shareholders meeting with the agenda similar to agenda of
extraordinary 
shareholders meeting as of November 17, 2010, i.e. to issue 35.000.000 new
shares 
for issue price which shall be not less than LTL 52.500.000 and to apply to
Warsaw 
Stock Exchange with regard to listing of Company's shares. The all documents
possessed by the Company related to the agenda of the Meeting, , are available
at the headquarters of Agrowill Group AB, Smolensko st. 10, Vilnius, Lithuania
(tel. +370 5 233 53 40) and also available online at www.agrowill.lt.




         Vladas Bagavičius
         Chairman of the Board
         +370 5 233 5340