Contract between shareholder and managers and shareholder and third persons


Conclusion of contract between AS Ekspress Grupp shareholder and members of the
management board and supervisory board of the issuer and third persons 

AS Ekspress Grupp shareholder OÜ HHL Rühm which is controlled by AS Ekspress
Grupp leading shareholder and Supervisory Board member Hans Luik and which owns
more than 5% of AS Ekspress Grupp shares, entered into sale contract with
members of supervisory board, management board and staff of AS Ekspress Grupp
and other companies of AS Ekspress Grupp for selling 270 855 AS Ekspress Grupp
shares with a price 73,84 Estonian kroons per share. 

Among others, a share sale contract was signed with a chairman of management
board of AS Ekspress Grupp Priit Leito (quantity 47 400 shares) and a chairman
of supervisory board Viktor Mahhov (quantity 36 565 shares). As according to
Tallinn Stock Exchange Rules section "Requirements for Issuer” clause 4.5.2 and
4.5.3 OÜ HHL Rühm had a right to sign these above-mentioned transactions by the
acceptance of the Listing Committee of the Exchange, OÜ HHL Rühm made a
requested application to the Listing Committee and this application was
satisfied by the committee on the 5th of April 2007. 

According to share sale contracts the payment for shares shall be made during 4
years beginning from the date of contract with an obligation to pay interest 5%
per year of unpaid sale price. Sale price payment is secured by pledge
established on the transferable shares for the benefit of OÜ HHL Rühm. 

Purchased shares cannot be sold during 1 year from purchase contract date and
in addition, the purchaser has no right to sell shares for which he or she has
not paid a sale price. There is a right to sell up to 25% of the shares after
one year from the purchase contract date and later after each year additional
25% of the shares. 

On certain conditions OÜ HHL Rühm has partially a redemption right or
obligation 

Above-named share transactions take place on OÜ HHL Rühm initiative and are not
affected on the bases of confidential information from either side. These deals
do not materially affect a price of AS Ekspress Grupp shares. 

Priit Leito
Chairman of the Management Board
Tel: + 372 669 8081