OPTIVA PANK

ANNOUNCEMENT



EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS



The extraordinary general meeting of AS Optiva Pank will be held on 

18.12.2000 at AS Optiva Pank head offices (Tallinn, Narva St. 11, VI 

floor). The meeting will begin at 15:00. 



The EGM will discuss the amendments to the company’s Articles of 

Association and reduction of share capital. 



1. Amendments to Articles of Association



The following draft decision will be presented to the EGM:



to amend article 2.1. of Optiva Pank Articles of Association as 

follows:

"2.1.	The Bank’s minimum share capital is two-hundred and twenty-five 

million (225,000,000) kroons and maximum share capital nine-hundred 

million (900,000,000) kroons."



2. Reduction of share capital



The Management Board will make a proposal to the EGM to reduce the 

share capital of AS Optiva Pank under the following terms and 

conditions:



1) share capital amount will be reduced in order to cover the net 

loss in the amount of EEK 172,366,220;

2) share capital amount will be reduced by EEK 172,366,220 through 

cancellation of shares;

3) altogether 17,236,622 shares will be cancelled;

4) shares will be cancelled in proportion with number of shares held 

by each shareholder;

5) number of shares to be cancelled per shareholder will be 

determined by multiplying the number of shares held by a shareholder 

at the moment of fixation of shareholders list with share capital 

reduction coefficient; 

6) share capital reduction coefficient is 0.41780, resulting from 

division of the sum by which the share capital amount is reduced, by 

share capital amount before reduction, and rounded to fifth decimal 

point; 

7) in case the calculation of shares to be cancelled results in 

fraction of a number, then the number will be rounded to the closest 

full number;

8) in addition to sub-article 5 of this draft decision, shares held 

by Sampo Insurance Company plc. will be cancelled in the amount which 

is equal with the total amount of shares to be cancelled 

(17,236,622), less sum of shares to be cancelled in accordance with 

the principles stipulated in sub-articles 5-7 of this draft decision;

9) shareholders list will be fixed, and shares will be cancelled, on 

the third stock exchange day after the EGM is held, i.e. on 

21.12.2000, at 8:00 a.m..



Registration of shareholders will begin at 14:30.



Private shareholders are required to submit a document of 

identification. Representatives of private shareholders are required 

to submit a document of identification and a letter of authority.

Management Board members or procurators of corporate shareholders are 

required to submit a document of identification and documentary 

evidence of legal authorization (excerpt from the commercial 

register). Persons representing a corporate shareholder with proxy 

are inclusively required to submit documentary evidence of legal 

representation.



Acceptable identification documents are passport or other photo-

bearing document with a person's name, personal identification code 

and name of issuing state institution.





Management Board of AS Optiva Pank





Lea Endrikson

PR specialist

+372 63 02 588