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June 22, 2005
eAccess Ltd.
(Code Number: 9427)

eAccess to obtain the shareholders' approval on the rights plan

eAccess Ltd. (Headquarters: Minato-ku, Tokyo; Representative Director, Chairman & CEO Sachio Semmoto) announced that the adoption of eAccess Rights Plan was approved by more than a two-third majority vote of the shareholders, at today's 6th annual shareholders meeting.

Under the Rights Plan, eAccess will establish a Corporate Value Enhancement Committee (the "Committee") to review a proposed acquisition and determines whether to accept or reject such a proposal. The Committee consists of independent directors, thus, the Company believes that the Committee will be able to act in the best interests of its shareholders, as the plan is not intended to protect the Company's management. The plan is subject to approval every three years by shareholders at the annual shareholders meeting, not by a resolution of the board of directors.

Moreover, eAccess issues all of its stock sptions to a limited liability intermediate corporation in advance, however, the Company distributes the stock options only if there is an unsolicited buyer and the Committee rejects an acquisition proposal. When the Rights Plan is implemented, stock options will be distributed equally to the shareholders (excluding the unsolicited buyer) according to the number of shares they hold, preventing the dilution of their shares.

eAccess believes that today's approval was made possible as the Rights Plan conforms to fundamental guidelines and criteria issued by the Ministry of Economy, Trade and Industry's Corporate Value Study Group and the guidelines of the Tokyo Stock Exchange. The Rights Plan is regarded as an enterprising scheme that will truly protect the interests of shareholders.


The information is true and accurate at the time of publication. Price, specification, contact and other information of products and service may be subjected to change.