EBay (EBAY)

VOTING PROPOSALS

1. Elect the Parent Designees to the Company Board, with such election to be conditioned upon the occurrence of, and to become effective as of, the Acceptance Time.

2. Amend the Articles of Incorporation of the Company to eliminate all provisions relating to Outside Directors (as defined in the Articles of Incorporation), with such amendment to be conditioned upon the occurrence of, and to become effective as of, the Acceptance Time.

3. Amend the Articles of Incorporation of the Company to decrease the maximum number of members of the Company Board from nine to six, with such amendment to be conditioned upon the occurrence of, and to become effective as of, the Acceptance Time.

4. Amend the Articles of Incorporation of the Company to change the name of the Company to a name that does not include the word “Interpark”.

5. Amend the Articles of Incorporation of the Company to eliminate the audit committee and replace it with a statutory auditor, with such amendment to be conditioned upon the occurrence of, and to become effective as of, the Acceptance Time.

6. Appoint a statutory auditor to be designated by Parent, with such appointment to be conditioned upon the occurrence of, and to become effective as of, the Acceptance Time.

7. Amend the Articles of Incorporation of the Company to provide that the Company shall have up to two Representative Directors, each authorized to represent and act on behalf of the Company, with such amendment to be conditioned upon the occurrence of, and to become effective as of, the Acceptance Time.