ETTEPLAN OYJ’S ANNUAL GENERAL MEETING 29 MARCH 2006

ETTEPLAN OYJ'S ANNUAL GENERAL MEETING 29 MARCH 2006

The Annual General Meeting of Etteplan Oyj was held today, 29
March 2006, in Lahti. The AGM adopted the financial statements
for the financial year 2005 and granted exemption from personal
liability to the members of the Board of Directors and the CEO.

The Annual General Meeting passed the motions put forward by 
the Board of Directors to authorize the Board of Directors to 
increase the share capital by a new issue of shares, to acquire 
company's own shares and to convey the company's own shares.

The Annual General Meeting passed a resolution on a motion by 
the Board of Directors to pay a dividend for the year 2005 of
EUR 0.20 per share, or a total of EUR 1 922 586. The remaining 
profit will be retained in distributable equity.

The date of record for the payment of dividend will be 3 April
2006 and the payment date will be 10 April 2006.

The number of members on the Board of Directors was confirmed
as five. The members re-elected to the Board were Tapani Mönkkönen,
Heikki Hornborg, Tapio Hakakari, Pertti Nupponen and Matti Virtaala.
Tapani Mönkkönen was re-elected as chairman of the Board of
Directors.

The auditor elected was PricewaterhouseCoopers Oy, a firm of
authorised public accountants, with Mika Kaarisalo APA as the
auditor in charge.

All the resolutions of the Annual General Meeting were passed
unanimously.

The Annual General Meeting made a resolution to cancel and
remove from the Trade Register the previously made resolutions.

The Annual General Meeting made the following resolutions, too:

(i)
a resolution according to which the Board of Directors is
authorized to decide within one year from the date of the Annual
General Meeting to take one or more convertible bonds and/or 
issue option rights and/or decide to increase the share capital
in one or more lots by using new issue so that when issuing 
convertible bonds or option rights or new issues together, the
Board of Directors' unexercised, valid authorizations shall,
however, with regard to the total amount of increase and the
total number of voting rights attached to the shares to be
issued, correspond to no more than one-fifth of the registered 
share capital and the aggregate number of voting rights attached
to the shares at the date of the resolution of the General Meeting
of Shareholders concerning the authorization and the decision of
the Board of Directors to increase the share capital. Pursuant to
the authorization the company's share capital may be increased by
a maximum of EUR 480,656.50. 

The authorization shall include the right to deviate from the
existing shareholders' pre-emptive rights to subscribe for new 
shares according to Chapter 4 Section 2 of the Companies Act 
and the right to decide on the subscription prices, the parties
entitled to subscribe for the shares, the terms and conditions
applicable to the subscription as well as the terms and conditions
of the convertible bonds and option rights. The precondition for 
the deviation from the pre-emptive rights is a weighty financial 
reason, such as financing of a company acquisition, other 
arrangement in connection with the development or the company's 
business or equity and/or an incentive scheme to the personnel. 
In connection with the increase of the share capital the Board of 
Directors is entitled to decide that the shares can be subscribed 
against contribution in kind or otherwise under special terms and
conditions. The Board of Directors may not decide in favor of a 
member of the inner circle of the company. 

The authorization is effective for a period of one year from the
resolution of the Annual General Meeting, i.e. from 29 March 2006 
to 29 March 2007.

(ii)
a resolution according to which the Board of Directors is
authorized to acquire the company's own shares in one or more 
lots to the effect that the company may use funds distributable 
as profit otherwise than in proportion to the holdings of the 
shareholders. The authorization includes the right to acquire 
the company's shares in public trade at the applicable quoted 
price to the effect that the total accounting par value and the
voting rights attached to the acquired shares shall be no more 
than ten (10) per cent of the company's share capital and the
aggregate number of voting rights after the acquisition of the
shares.

Since the shares shall be acquired in public trade, the 
acquisition shall not be made in proportion to the holdings 
of the shareholders. The shares may be acquired in order to
be used as consideration in potential company acquisitions
or in other structural arrangements. The acquired shares may
also be invalidated.

The acquisition of shares will decrease the distributable equity.

Since the maximum number of shares to be acquired is ten (10) 
per cent of the company's share capital and no more than ten (10)
per cent of the voting rights attached to the shares, the 
acquisition of shares shall not have a material impact on the
shareholding and the voting rights in the company.

The authorization is effective for a period of one year from the
resolution of the Annual General Meeting, i.e. from 29 March 2006
to 29 March 2007.

(iii)
a resolution according to which the Board of Directors is
authorized to convey, in one or more lots, the company's own
shares acquired pursuant to the authorization set forth in
section (ii).

The authorization to the Board of Directors shall include the 
right to convey to the effect that the aggregate accounting par 
value and the voting rights attached to the shares shall be no 
more than ten (10) per cent of the company's share capital and 
the aggregate number of voting rights attached to the shares at 
the time of the convey.

The authorization shall include the right to decide to whom and 
in which order the company's own shares shall be conveyed and 
the right to convey the shares otherwise than in proportion to
the shareholders pre-emptive rights to acquire shares of the
company.

The shares may be used as consideration in company acquisitions
or other structural arrangements, sold in the public market or 
invalidated in a manner and to the extent determined by the 
Board of Directors. The Board of Directors shall decide on the 
price of the conveyance and the grounds on the basis of which 
the price shall be determined. The shares may be conveyed against 
contribution in kind.

The authorization is effective for a period of one year from the 
resolution of the Annual General Meeting, i.e. from 29 March 2006 
to 29 March 2007.

Hollola, 29 March 2006

Etteplan Oyj

Board of Directors


For additional information, contact: Pia Björk, CFO, Vice 
President Corporate Planning, tel. + 358 400 241 815

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