NORMA

ANNOUNCEMENT



RESOLUTIONS OF SHAREHOLDERS' ANNUAL GENERAL MEETING



The annual general meeting of AS Norma shareholders was held on 

25.04.2000, beginning at 9:00 a.m.



Agenda of AGM:



- Approval of annual report

- Profit allocation

- Amendments to Articles of Association

- Remuneration of Supervisory Board members 

- Appointment of auditor



The AGM made the following resolutions:



1. To approve the annual report 



2. To approve profit allocation proposal 



AS Norma net profit in year 1999 was EEK 107,588,248. According to 

the profit allocation proposal, EEK 39,600,000 will be paid to 

shareholders in dividends (EEK 3 per share), and EEK 67,988,248 

will not be allocated between shareholders. 

List of shareholders entitled to receive dividends will be fixed on 

10.04.2000. Dividend payments will be made not later than on 

19.05.2000.





3. To approve the amendments to Articles of Association



4.1. The Supervisory Board plans the Company's activity, organizes 

the Company's management and performs supervision over the 

Management Board's activity. The consent of the Supervisory Board 

is needed for the Management Board to perform transactions which 

are beyond the everyday economic operations, primarily for 

performance of transactions involving: 

- acquiring and disposal of shareholding in other companies or banks; 

or

- founding of subsidiaries, founding and dissolution of the Company's 

branches; or

- acquiring, transfer and encumbering of immovables; or

- acquiring and transfer of fixed assets beyond the confirmed budget 

and investments budget; or

- investments exceeding the approved annual budget and the amount of 

which exceeds EEK 1,000,000 or 

- establishment of registered pledge on the Company's assets; or

- furnishing of securities, guarantees in the name of the Company; or

- granting of loans in the name of the Company beyond the rules of 

granting loans confirmed by resolution of the Supervisory Board; or

- taking of credit in excess of limits established by the Supervisory 

Board.





5.2. The Company may be represented by each two members of the 

Management Board together. For certain transactions the Supervisory 

Board may limit the Management Board chairman's right to alone 

conduct transactions within the amount of money determined by the 

Supervisory Board. 



5.3. The Supervisory Board elects the Management Board for the term 

of 3 (three) years. The Supervisory Board shall appoint the chairman 

to the Management Board. The Supervisory Board may recall a member of 

the Management Board in conformity with law. The Supervisory Board 

elects a new member of the Management Board to replace a member who 

has been recalled or who has withdrawn on own wish or who has died 

before the end of the term. 



4. To approve the salaries of Supervisory Board chairman and members.



The monthly salary of AS Norma Supervisory Board member shall be EEK 

10,000; the monthly salary of AS Norma Supervisory Board chairman 

shall be EEK 12,000.



5. To appoint the auditor and determine the order of remuneration of auditor.



The AGM appointed Urmas Kaarlep of AS PriceWaterhouseCoopers to audit 

AS Norma financial reports during the period of 1 year. The amount of 

remuneration to the auditor will be determined by the Supervisory 

Board; the Supervisory Board will also make an agreement with the 

auditor.





Peep Siimon

Management Board chairman

+372 65 00 442