Agenda & Resolutions

ABB Ltd
19 March 2002

                                   ABB Ltd

                            AGENDA AND RESOLUTIONS

                  from the Ordinary Shareholders' meeting

                       held on 12th March 2002,14.00

                 in the 'messe Zurich', Zurich-0erlikon / CH
 
                          AGENDA AND RESOLUTIONS

1.  Reporting for Fiscal Year 2001
    (Presentation only).

2.  Approval of the Annual Report, the Consolidated Statements, and the
    (Un-consolidated) Financial Statements for 2001

    The shareholders approve the Annual Report, the Consolidated Statements, and
    the (un-consolidated) Financial Statements for 2001.

3.  Discharge of the Board of Directors and the Persons, entrusted with
    management

    The shareholders discharge the persons below for the fiscal year 2001:

    • Percy Barnevik

    • Jorgen Centerman

    • Gerhard Cromme

    • Jurgen Dormann

    • Martin Ebner

    • Robert Jeker

    • Goran Lindahl

    • Agostino Rocca

    • Donald Rumsfeld

    • Edwin Somm

    • Peter Sutherland

    • Jacob Wallenberg

4.  Appropriation of available earnings

    The shareholders approve the proposal of the Board of Directors (renouncing
    from distribution of a dividend and carrying forward to new account of
    profit available to the shareholders' meeting).

5.  Buy back of Shares and Reduction of Share Capital

    The shareholders take affirmative note of the decision of the Board of
    Directors not to effect the share capital reduction.

6.  Elections to the Board of Directors

    The shareholders reelect the following persons as members of the Board of
    Directors for another year:

    • Jorgen Centerman

    • Jurgen Dormann

    • Martin Ebner

    • Jacob Wallenberg

    The shareholders elect the following persons as new members of the Board of 
    Directors for one year:
 
    • Roger Agnelli

    • Hans Ulrich Maerki

    • Michel de Rosen

    • Bernd W. Voss

7. Election of the Auditors, Group Auditors and special Auditors

   The shareholders elect Ernst & Young AG as auditors and Group auditors and
   OBT Treuhand AG as special auditors for the fiscal year 2002.

8. Other issues

   (No resolution on this topic)


Zurich, March 12, 2002 


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