EGM Statement

ABB Ltd
01 December 2003

                                    ABB Ltd

                             AGENDA AND RESOLUTION

              of the Extraordinary General Meeting of Shareholders

                     held on November 20, 2003, 10:00 a.m.

                   in the 'Messe Zurich', Zurich-Oerlikon/ CH
  ___________________________________________________________________________

AGENDA AND RESOLUTION

Ordinary Capital Increase

The Shareholders approve with the required majority of two thirds of the votes
represented, and thereby also with the absolute majority of the par value shares
represented, the proposal of the Board of Directors to increase the share
capital of ABB Ltd as follows:

1.      The share capital of the company is to be increased from CHF
        3'000'023'580 by CHF 2'100'016'505 to CHF 5'100'040'085.

2.      840'006'602 new fully paid registered shares with a par value of CHF
        2.50 each shall be issued.

3.      The subscription price (Ausgabebetrag) shall be CHF 2.50 per share.

4.      The newly issued shares shall have no preferential rights.

5.      The right to dividends of the newly issued shares shall vest as from
        business year 2003.

6.      The contribution with respect to the 840'006'602 registered shares with
        a par value of CHF 2.50 shall be made in cash.

7.      The new shares shall be subject to the restrictions on registration set
        forth in art, 5 of the Articles of Incorporation.

8.      The pre-emptive rights (Bezugsrechte) of the existing shareholders will
        be excluded in favor of a banking syndicate which will subscribe for all 
        new shares. The pre-emptive rights shall, however, be indirectly 
        granted. Rights to purchase the new shares (Rights) will be allocated to 
        the existing shareholders. The Board of Directors shall be authorized to 
        determine the further terms, including the offer price (Bezugspreis), 
        for exercising the Rights.

This is a translation of the original German version. In case of any
discrepancy, the German version shall prevail.

Zurich, November 25, 2003



For the minutes:

Georg Matiaska, Legal Counsel


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