NOTICE OF CALLING AN ANNUAL GENERAL MEETING OF AS STARMAN


Dear shareholder of AS Starman

We  hereby inform you that the annual general meeting  of
shareholders of AS Starman, registry code 10069659,  seat
at  Akadeemia tee 28, Tallinn, will be held  on  19  June
2008  at  10:00  a.m. in Tallinn, in  the  office  of  AS
Starman at Akadeemia tee 28, on the second floor.

The  shareholders registered in the share register of  AS
Starman on 9 June 2008 at 11.59 p.m. are entitled to vote
at the general meeting.

Registration  for the general meeting will  start  on  19
June  2008 at 9:30 a.m. in Tallinn, at Akadeemia tee  28,
on the second floor. For registration for the meeting:

·    shareholders being natural persons are requested  to
     submit a passport or identity card; their representatives
     are requested to submit additionally proper authorisation
     letters;
·    representatives of shareholders being legal entities
are requested to submit an extract from a relevant
(commercial) register, with whom the legal entity has
been registered (Estonian legal entities are requested to
submit a copy of the registry card B, which may not be
older than 15 days), which sets out a person's right to
represent the shareholder (at law) along with the
person's identification document; other representatives
shall submit proper authorisation letters (granted by
transaction) along with an identification document of the
representative.

The   documents   of  a  foreign  legal  entity   (except
authorisation letter) shall be legalised or apostilled by
the  Ministry of Foreign Affairs or a foreign mission  of
the Republic of Estonia.
  
The  2007 annual report, auditor's report, draft articles
of  association,  and written report of  the  supervisory
board  on  the  annual  report  will  be  available   for
examination from 16 May 2008 at http://www.starman.ee and
in the office of AS Starman at Akadeemia tee 28, Tallinn,
on  weekdays from 10:00 a.m. to 14:00 a.m. Any  questions
regarding the general meeting can be asked by phone (372)
6  779 977, on the Internet at http://www.starman.ee,  or
by email to henri.treude@starman.ee.

AGENDA  AND  DRAFT  RESOLUTIONS FOR THE GENERAL  MEETING,
APPROVED BY THE SUPERVISORY BOARD OF AS STARMAN ON 15 MAY
2008

1.   Approval  of  the 2007 Annual Report of  AS  Starman
     Group
     To  approve  the 2007 Annual Report  of  AS  Starman
     Group as prepared by the management board.

2.   Allocation of profits
     To approve the distribution of profits of AS Starman
     for the financial year 2007 as follows:
     ·    Retained earnings: 54,349 thousand EEK.
·    Net profit for 2007: 37,467 thousand EEK.
·    Total retained earnings as at 31 December 2007:
91,816 thousand EEK.
·    Transfer to mandatory reserve: 1,873 thousand EEK.
·    Not to distribute the rest of the accumulated net
profit in the sum of 89,943 thousand EEK.
     
3.   Election of an auditor
     To  appoint  Ernst & Young Baltic AS (registry  code
     10877299, seat at Rävala pst 4, entry number  58  on
     the list of auditors) as an auditor of AS Starman in
     the  financial year 2008 and to pay remuneration  to
     the  auditor based on a contract to be concluded  by
     the management board.
     
4.   Approval of amendments to the articles of
association
     To  re-approve  the amendments to  the  articles  of
     association  of AS Starman approved by  the  general
     meeting of shareholders on 15 June 2007.