RB 29/2007 Draft resolutions to be voted on at the General Meeting of Shareholders of AmRest Holdings N.V.

The Management Board of AmRest Holdings N.V. encloses the draft resolutions to be considered at the Pre-Meeting of the General Meeting of Shareholders of AmRest Holdings N.V. (the “Pre-Meeting”) to be held on 26 June 2007 at 10.00 a.m. (CET) at the Pizza Hut restaurant, ul. M. Curie-Sklodowskiej 1, Wroclaw, Poland and the General Meeting of Shareholders of AmRest Holdings N.V. (the “General Meeting”) to be held on 28 June 2007 at 10.00 a.m. (CET) at the Hilton Schiphol Hotel, Schiphol Boulevard 701, 1118 BN Schiphol, the Netherlands.

In order to help the shareholders make decisions at the General Meeting, the Company’s Articles of Association (Art. 31) provide that a Pre-Meeting of General Meeting of Shareholders should be held each time. The Shareholders may participate in, speak and exercise their voting rights at such Pre-Meetings. If a shareholder intends to participate in the Pre-Meeting he or she must notify the Management Board to that effect by 21 June 2007. A Shareholder may be represented at the Pre-Meeting by an attorney authorized in writing, provided that the Management Board receives the relevant Power of Attorney by 21 June 2007, under pain of its rejection. All the items on the agenda for the General Meeting will be discussed at the Pre-Meeting and the Shareholders may authorize the Management Board in writing to participate in or to vote on their behalf at the General Meeting. A resolution of the General Meeting adopted in violation of an authorization granted, depending on circumstances, will be invalid or may be challenged.

The wording of the draft resolutions is included in the Appendix.

Legal act:

Rozporządzenie  MF o raportach  bieżących  i okresowych – art. 97 ust. 5