The Board of Eniro AB (publ) proposes Extraordinary General Meeting to introduce a stock option prog

The Board of Eniro AB (publ) has today decided to propose that an Extraordinary General Meeting be held to decide on the introduction of a stock option program in accordance with the following:

The Board proposes that an Extraordinary General Meeting decides to issue a promissory note carrying at most 9,742,250 detachable warrants for the subscription of new shares in Eniro. The right to subscribe for the promissory note and warrants will be held by a wholly owned subsidiary of Eniro. The warrants shall be used in order to secure the Group's obligations associated with the issuance of so-called stock options. The stock options shall be issued without payment. Every stock option carries the right to acquire one share in Eniro. The issuance shall be distributed with at most four hundred thousand (400,000) stock options to the Company's CEO and with at most two hundred and fifty thousand (250,000) and at least seventy five thousand (75,000) stock options to a group consisting of the Group executive management, the President together with the management team of Eniro Sverige AB, Presidents of medium-sized companies and also certain key personnel and specialists. Furthermore, at most fifty thousand (50,000) and at least twenty five thousand (25,000) stock options will be issued to a group consisting of the management teams of medium-sized companies, Presidents of small companies and also certain key personnel and specialists. Members of the Board appointed by the general meeting, who are not at the same time employed by the Company, shall not receive stock options. The increase of Eniro's share capital will amount to at most 9,742,250 kronor, representing a dilution of approximately 5.5 per cent of the share capital and voting rights in the event of full exercise of the option rights. The total dilution, taking into account the previous warrant program decided on 21 November 2000, corresponds to approximately 6.4 per cent, in the event of full exercise of all outstanding warrants. The reason for the Board's derogation from the shareholders pre-emptive rights is its desire to promote the Company's long-term interests by giving the Group's current and future employees as defined above a well-balanced incentive program that will provide them with an opportunity to participate in a positive development of the value of the Company. The incentive program is justified by the prospects of facilitating recruiting and retaining employees who are of vital importance to the Company and also because it will enhance involvement in the development relating to the value of the Company. It is the intention of the Board to propose well balanced incentive programs to the general meeting also in the future. The Board will shortly give notice of an Extraordinary General Meeting at which proposals in accordance with the above will be dealt with. Such notice will contain further information about the proposed stock option program. Bromma, 19 november 2001 ENIRO AB (publ)