HARJU ELEKTER

ANNOUNCEMENT

 

SHARE OPTIONS

 

Supervisory Board of AS Harju Elekter decided: 

 

I Aiming to motivate AS Harju Elekter employees, the board will 

make a proposal to 27.04.2000 annual general meeting of AS Harju 

Elekter shareholders to authorize the Supervisory Board of AS Harju 

Elekter to issue share options to AS Harju Elekter employees and 

executives, and members of the Management Boards of its 

subsidiaries and associated companies, on the following conditions:

 

1) to issue up to 200 000 options during year 2000, where each 

option entitles its holder to one new share of AS Harju Elekter 

with EEK 10.- par value and sales price pursuant to Tallinn Stock 

Exchange Rules and Regulations (not below average weighted price of 

the share during the preceding stock exchange day). After 

exercising of options the share capital of AS Harju Elekter will 

increase by EEK 2 000 000, accounting for 3.7% of company's share 

capital after stock dividend issue;

 

2) options will be of European-style exercise (i.e. option contract 

can be exercised on specified date only), with expiration date of 

two years after date of issue by Supervisory Board of AS Harju 

Elekter;

 

3) AS Harju Elekter employees and executives, and members of the 

Management Boards of its subsidiaries and associated companies are 

entitled to receive share options. Total number of share to be 

issued will be determined by the Supervisory Board, to be published 

in the respective decision to increase share capital. In case of 

oversubscription the Supervisory Board will decide the allocation 

of shares; 

 

4) each Supervisory Board member has a right to subscribe maximum 

of 5000 shares;

 

5) employee will lose to right to exercise share option upon 

leaving the company;

 

6) options are disposable only through AS Harju Elekter Management 

Board;

 

7) aiming to avoid uncovered subscription for options, each 

subscriber will pay subscription fee of EEK 1 per share to the 

company, to be shown as non-interest bearing loan to AS Harju 

Elekter and reimbursed upon expiration of or disposal of option 

contract;

 

8) newly issued shares give the shareholders a right to receive 

dividends as from the year the option contracts are exercised.

 

 

II With regard to issue of share options, the board will present 

for AGM approval a decision to exclude shareholders' pre-emptive 

right for subscription for 200 000 shares to be issued based on the 

Supervisory Board decision.

 

Endel Palla

Chairman of Supervisory Board

+372 67 47 400

 

 

Lembit Libe

Chief Economist

+372 67 47 412