AS EESTI ÜHISPANK   

ANNOUNCEMENT

15.03.99

 

 

NOTICE OF REGULAR GENERAL MEETING OF SHAREHOLDERS

 

The Regular General Meeting of Shareholders of AS Eesti Uhispank is

to convene in Sakala Conference Centre at 12 Rävala Avenue, Tallinn,

Estonia, on 10 April 1999, at 10 a.m.

 

Agenda

 

1. Approval of Annual Report of 1998

1.1. Management Board report on the

     performance of AS Eesti Uhispank in 1998

1.2. Internal Audit Unit report

1.3. Supervisory Board report

2. Appointment of the auditor

3. Amendments in the Articles of Association

4. Increase of share capital

5. Election of new Supervisory Board members

 

Pursuant to changes in the Credit Institutions Act, the Management

Board of AS Eesti Uhispank moves that the General Meeting should

approve  to change the  resolution, adopted on 26 November 1998, on

the direct placement of 7 000 000 shares to the International Finance

Corporation. In compliance with law, the non-monetary consideration

has to be substituted by monetary.

 

In order to the honour commitments of AS Tallinna Pank taken over

during the merger, AS Eesti Uhispank is to issue for private

placement with Nederlandse Finacierins- Maatschappij voor

Ontwikkelingslanden (FMO) 410 939 registered ordinary shares, each

with the face value of EEK 10. The FMO is to subscribe and remunerate

for the shares before 21 May 1999. Subsequently the share capital of

AS Eesti Uhispank will reach EEK 735 623 810.

 

The Management Board of Eesti Uhispank moves to waive the pre-emptive

rights of the Bank's shareholders in the subscription for the issued

shares.

 

As the issued shares are placed directly, there will be no

oversubscription. In case of undersubscription, the Management Board

is entitled to act in compliance with Article 347 of the Commercial

Code and other relevant legislation.

 

The shareholders entitled to take part in the General Meeting have to

be entered in the Share Register as at 8 a.m., on 10 April 1999.

 

The Annual Report of 1998 will be available via Internet

<a href='http://www.eyp.ee/eng/98arupdf/index.html' target='_blank'>http://www.eyp.ee/eng/98arupdf/index.html</a>

and at the head office of

Eesti Uhispank at 13 Tartu Rd., Tallinn, from 22 March 1999.

 

In order to register for the General Meeting the participating

 

*private persons should present their IDs, and proxy holders also

 their authorisations;

 

*representatives of legal persons should present documents verifying

 their authorisation (a copy of the Commercial Register card, issued

 not later than 15 days earlier), and proxy holders, in addition, the

 power of attorney by their management bodies.

 Please present also your IDs.

 

*non-residents should present their legalised documents.

 

Management Board of AS Eesti Uhispank