DECISIONS BY THE ANNUAL GENERAL MEETING
Done Solutions Corporation
Stock Exchange Release, March 31, 2006, 11:05 a.m.
DECISIONS BY THE ANNUAL GENERAL MEETING
Done Solutions Corporation's (Done) Annual General Meeting (AGM) on March 31,
2006 made the following decisions:
1. Financial statements, Board of Directors and auditors
The AGM adopted the financial statements and discharged the members of the Board
of Directors and the President and CEO from liability for the financial period of
January 1-December 31, 2005. The AGM approved the proposal by the Board of
Directors for the allocation of the profit of EUR 1,886,333.60 for the financial
period to be entered in retained loss, and no dividend for the financial period
shall be distributed.
Jaakko Asanti, Jyri Merivirta, Matti Nevalainen and Pekka Pystynen were appointed
again as members of Done's Board of Directors. After the AGM the Board of
Directors elected at their assembly meeting on March 31, 2006 Jyri Merivirta as
the Chairman of the Board.
Deloitte & Touche Oy, Authorized Public Accountants, was elected again as Done's
auditor, with Eero Lumme, Authorized Public Accountant, acting as the regular
auditor. Jonathan Bäck, Authorized Public Accountant, was elected as deputy
auditor.
Based on the AGM's decision, the remuneration payable to the company's auditors
will be based on an accepted invoice submitted by them to the company. The AGM
also decided that the remuneration of the Chairman of the Board will be EUR 5,000
monthly and that of other members, EUR 3,000 monthly. There will be no
remuneration to Board members who own at least 5 percent of Done Solutions
Corporation's shares either themselves or through a company of which they own at
least 50 percent. Travel expenses will be paid according to company travel
instructions.
2. Share-issue authorization
The AGM decided that the Board of Directors are authorized to decide, within one
year following the AGM, to issue convertible bonds and/or stock options, and
increase share capital through one or more issues in such a way that the votes
entitled by shares to be issued correspond to a maximum of one-fifth of the votes
of the shares registered with the Trade Register on the date of the AGM's
decision on Board authorization and on the date of the Board's decision of the
increase and that the total share capital increase accounts for a maximum of one-
fifth of the share capital registered with the Trade Register on the date of the
AGM's decision on Board authorization and on the date of the Board's decision of
the increase.
By virtue of the authorization, the Board of Directors has the right to deviate
from the shareholders' pre-emptive right to subscribe for new shares, convertible
bonds or stock options, and decide on the subscription price, which must not be
less than a share's counter book value, and other subscription terms and the
terms governing convertible bonds and stock options. It is possible to deviate
from the pre-emptive right, provided that the Company has a cogent reason for the
departure from the said right, such as financing corporate acquisitions and
development projects necessary for the Company's business, strengthening
financial structure, enabling business cooperation in various forms, expanding
shareholder base, incentivizing personnel or other business development. The
Board of Directors must not deviate from the pre-emptive right in favor of anyone
belonging to the Company's immediate circle. Whenever the Company increases its
share capital through a rights issue, the Board of Directors has the right to
decide that shares be subscribed against contribution in kind or by other means
on certain conditions or by exercising the right of setoff.
Done Solutions Corporation
Pekka Pystynen
President and CEO
For further information, please contact:
Pekka Pystynen, President and CEO, tel. + 358 (0)205 253427, gsm +358 50 0508
962, pekka.pystynen@donesolutions.com
http://www.donesolutions.com
Distribution
Helsinki Exchanges
Major media
With its shares having been quoted on the Helsinki Stock Exchange's NM List since
2001, Done Solutions is organized into three business areas: Services (Done
Information) provides multilingual documentation services; Systems (Done
Logistics) provides comprehensive logistics systems, based on automated materials-
handling and supporting information systems; and Health Care (Tiolat) provides
iCare-tonometers for eye specialists and opticians. The Group's largest customers
are based in the Nordic countries, Central Europe and the United States.