HANSAPANK

ANNOUNCEMENT



RESOLUTIONS OF THE ANNUAL GENERAL MEETING



The Annual General Meeting of the Shareholders, held today, April 14,

2000, resolved:



1. Annual Report of Financial Year 1999

To distribute the profit as follows:

The 1999 net income in the amount of 540,266,952.00 (five hundred and

forty million two hundred and sixty six thousand nine hundred and

fifty two) kroons will be distributed together with the retained

earnings from the previous periods in the amount of 260,400,128.00

(two hundred and sixty million four hundred thousand one hundred and

twenty eight) kroons.



To distribute the total 800,667,080.00 (eight hundred million six

hundred and sixty seven thousand and eighty) kroons as follows:



to assign 9,430,717.00 (nine million four hundred and thirty thousand

seven hundred and seventeen) kroons to the reserve capital;



to assign 63,973,765.00 (sixty three million nine hundred and seventy

three thousand seven hundred and sixty five) kroons to the general

banking reserve;



to pay 393,822,170.00 (three hundred and ninety three million eight

hundred and twenty two thousand one hundred and seventy) kroons as

dividends to the shareholders (five kroons per share);



to retain 333,440,428.00 (three hundred and thirty three million four

hundred and forty thousand four hundred and twenty eight) kroons

undistributed. The retained earnings are subject to deduction by

income tax calculated on the basis of shareholder structure at the day

the list of shareholders entitled to dividend is fixed.



The shareholders registered in the shareholders’ registry on 3 May

2000 at 8.00 a.m shall be entitled to dividend. Proceeding from the

above, shares of AS Hansapank are traded on the Tallinn Stock Exchange

cum-dividends for the last day on 26 April 2000. The shares will go ex-

dividends for year 1999 from 27 April 2000. The dividends shall be

paid to shareholders not later than on 10 May 2000.



2. Election and Resignation of Members of Council

2.1 To recall all Council members

2.2 To elect 9 members to the Council as follows:

Magnus Francke, Leszek Maciusowicz, Meelis Milder, Tiina Mõis, Gunnar

Okk, Anders Sahlén, Endel Siff, Annika Wijkström, Staffan Crona.



3. Election of Auditor

To elect Deloitte & Touche Eesti AS the auditors for the financial

years 2000 – 2002.

To remunerate the auditors pursuant to the limit established by the

Council.



4. Acquisition of Treasury Shares

To allow the acquisition of not more than 1/10 of own shares from time

to time during one year for the purpose of composition of the

securities trading portfolio with a price not deviating more than 10%

of the share price at the Tallinn Stock Exchange at the respective

date of each such acquisition.



5. Option Programme

5.1 To propose the Council to increase the share capital by 15,670,000

(fifteen million six hundred and seventy thousand) kroons with making

supplementary contributions by issuing up to 1,567,000 (one million

five hundred and sixty seven thousand) shares by direct share issue

for exercising the terms and conditions of call options for the

directors and employees of Hansapank or its subsidiaries with the

purpose of motivation and with a subscription price per share not less

than the weighted average price of the Hansapank’s share at the

Tallinn Stock Exchange on the day prior to the day of determination of

the option strike price.



5.2 To waive the Shareholders’ pre-emptive right to subscribe for new

shares which shall be issued by the Council on the basis of a

resolution according to Section 4, Article 10 of the Articles of

Association by direct share issue for exercising the terms and

conditions of call options for the directors and employees of

Hansapank or its subsidiaries with the purpose of motivation and with

a subscription price per share not less than the weighted average

price of the Hansapank’s share at the Tallinn Stock Exchange on the

day prior to the day of determination of the option strike price.



6. Amenments to Articles of Association

Proceeding from Item 1, Section 1 of Article 298 and Section 1 of

Article 349 of the Commercial Code and Item 1, Section 1 of Article 18

of the Articles of Association, to supplement Article 10 of the

Articles of Association with Section 4 as follows:



“The Council is entitled to increase the share capital and resolve on

all issues relating thereto within three years as from approval of

this version of the Articles of Association by the General Meeting.

The Council is entitled to increase the share capital up to eight

hundred and three million three hundred and fourteen thousand three

hundred and forty kroons (EEK 803,314,340).”





Mart Tõevere

Investor relations

+372 6131 569