Resolutions adopted at Extraordinary General Meeting

Resolutions adopted at Extraordinary General Meeting At the Extraordinary General Meeting in Effnet Group AB (publ) December 21, 2001 the following resolutions were inter alia adopted mainly with the following content. 1 Resolved to adopt new Articles of Association. The revision concern the company changing its domicile to Stockholm, the company's activity being adjusted and the resolution stating that the General Meeting should be able to be held in several locations is removed. 2 Svante Carlsson and Hans Runesten were elected new members of the Board of Directors. Besides Svante Carlsson and Hans Runesten the Board of Directors consists of Magnus Ryde and Göran E Larsson. 3 It was resolved to grant an additional 1,438,000 call options in accordance with the Group's Global Option Program, which was adopted by the Extraordinary General Meeting on November 29, 2000. No more than 438,000 options shall be granted to employees in possession of previously issued options with an exercise price of SEK 10 per share, no more than 500,000 options shall be granted to employees not previously in possession of options, and no more than 500,000 options shall be granted to newly elected Board of Directors. Senior managers and key employees of the Group may each be granted no more than 250,000 options, and residual employees no more than 25,000 options. Newly elected members of the Board of Directors may each be granted no more than 250,000 options. At the allotment of options, employees in possession of previously allotted options may only be granted new call options on the condition that he or she return the previously allotted options or abstain from exercising said options. The General Meeting approves the on selling of shares in connection with the exercise of the call-options. In the event that all 1,438,000 options are allotted, the Group's employees and Board of Directors will be able to acquire shares in the Company in the amount corresponding to a dilution of approximately 1.79 percent. In consideration of previously adopted option plans, the total dilution amounts to approximately 4.79 percent. Earlier subscription warrant programs with exercise prices which the Board of Directors perceive not to have any dilution for the shareholders have not been taken into account. 4 It was resolved to authorize the Board of Directors to, issue subordinated debentures with not more than 1,941,300 detachable warrants, which each shall entitle the holder to subscribe for one share in the company. Entitlement to subscribe for the debentures shall, with deviation from the shareholders' pre-emptive rights, rest with wholly owned subsidiaries in the Group. The reason for the deviation from the pre-emptive rights of the shareholders is to guarantee the fulfilment of the obligation to grant options in accordance with the share option plan described above and to cover administrative costs, social security costs and equivalent foreign taxes which may be incurred due to the plan. Stockholm, November 2001 Effnet Group AB (publ) THE BOARD OF DIRECTORS About Effnet Effnet innovates and licenses award-winning key technologies that resolve data speed, efficiency and security challenges in Internet Protocol (IP) networking and IT security. Effnet focuses on software development in Robust Header Compression (ROHC), a technology viewed as becoming essential for providers of IP-based wireless networks. Effnet's wholly-owned subsidiary, Wkit Security, develops copy protection software. The Effnet group employs approx. 50 persons. Effnet Group AB shares are traded on Sweden's Nya Marknaden (symbol: EFFN). Read more about Effnet at Read about Wkit at For additional information contact: Magnus Ryde, Chairman Effnet Group AB +1 (650) 483 96 38 Göran E. Larsson, Vice chairman Effnet Group AB +46 (0)8 544 979 91 or +46 (0)705 65 68 69 ------------------------------------------------------------ This information was brought to you by Waymaker The following files are available for download: