DECISIONS BY THE ANNUAL GENERAL MEETING
Done Solutions Corporation Stock Exchange Release, March 31, 2005, at 11.20 am
DECISIONS BY THE ANNUAL GENERAL MEETING Done Solutions Corporation's (Done) Annual General Meeting (AGM) on March 31, 2005 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, 2004. The AGM approved the proposal by the Board of Directors for the allocation of losses of EUR 182,309.55 for the financial period to be entered in retained loss, and no dividend for the financial period shall be distributed. Jaakko Asanti, Jyri Merivirta, Pekka Pystynen and, as a new member, MBA and M.Sc. Matti Nevalainen were appointed as members of Done's Board of Directors. Nevalainen has a large experience and a broad contact net in Finnish small and medium size companies during 20 years. Nevalainen is also a member of The Finnish Association of Professional Board Members. After the AGM the Board of Directors elected at their assembly meeting on March 31, 2005 Jyri Merivirta as the Chairman of the Board. Deloitte & Touche Oy, Authorized Public Accountants, was again elected 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 other members EUR 3,000 monthly. Travel expenses will be paid according to company travel instructions. 2. Share-issue authorization The AGM decided to authorize the Board of Directors 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. 3. Elimination of Article 14 from the Articles of Association The AGM decided that the Articles of Association be altered so that Article 14, Share Redemption Obligation, be removed. 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 (0)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 the three following business units: Done Logistics provides comprehensive logistics systems, based on automated materials- handling and supporting information systems; Providor Logistics specializes in distribution and warehousing services; and Done Information provides multilingual documentation services. The Group's largest customers are based in the Nordic countries, Central Europe and the United States.