DECISIONS BY THE ANNUAL GENERAL MEETING
Done Solutions Corporation Stock Exchange Release, March 26, 2004, 1:00 p.m.
DECISIONS BY THE ANNUAL GENERAL MEETING Done Solutions Corporations (Done) Annual General Meeting (AGM) on March 26, 2004 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 1December 31, 2003. The AGM approved the proposal by the Board of Directors for the allocation of losses of EUR 3,773,900.67 for the financial period to be entered in retained loss, and no dividend for the financial period shall be distributed. Jaakko Asanti, Jyri Merivirta and Pekka Pystynen were appointed as members of Dones Board of Directors. After the AGM the Board of Directors elected at their assembly meeting on March 26, 2003 Pekka Pystynen as the Chairman of the Board. Deloitte & Touche Oy, Authorized Public Accountants, was elected as Dones 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. Reduction of the companys registered share capital The AGM decided that the companys registered share capital is reduced, for no consideration, of EUR 7,420,122.60 by EUR 3,462,723.88, based on the reduction of a shares book counter value, with the result that the new reduced share capital to be registered totals EUR 3,957,398.72, consisting of 49,467,484 shares, with each share carrying a book counter value of EUR 0.08. The EUR 3,462,723.88 corresponding to the value of reduction was decided to be used for immediately covering the loss indicated by the adopted balance sheet. As a result of the share capital reduction, the companys restricted shareholders equity will reduce by EUR 3,462,723.88 to EUR 3,957,398.72. 3. 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 AGMs decision on Board authorization and on the date of the Boards 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 AGMs decision on Board authorization and on the date of the Boards 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 shares 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 Companys 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 Companys 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. 4. Change in stock-option scheme The AGM decided that the terms of the stock-option scheme decided by the AGM on April 12, 2002, are amended in such a way that the stock options under the said stock-option scheme will entitle their holders to subscribe for the companys shares, with with each share carrying a book counter value of EUR 0.08. Done Solutions Corporation Kari Åkman President and CEO For further information, please contact: Kari Åkman, President and CEO, tel. + 358 (0)205 253427, gsm +358 40 586 5927, kari.akman@donesolutions.com http://www.donesolutions.com Distribution Helsinki Exchanges Major media With its shares having been quoted on the Helsinki Exchanges NM list since 2001, the company is organized into three business areas: Done Logistics provides comprehensive logistics systems, based on automated materials handling and supporting information systems. Providor Logistics provides distribution and warehousing services. Done Information provides multilingual documentation services and software solutions. Done Solutions Corporation operates in selected industries in the Nordic countries, Central Europe and the United States.