DECISIONS BY THE ANNUAL GENERAL MEETING
Done Solutions Corporation
Stock Exchange Release, March 21, 2003, at 1:15 pm
DECISIONS BY THE ANNUAL GENERAL MEETING
Done Solutions Corporations (Done) Annual General Meeting
(AGM) on March 21, 2003 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, 2002. The AGM approved the proposal by the Board of
Directors for the allocation of losses of EUR 8,164,648.34 for
the financial period to be entered in retained loss, and no
dividend for the financial period shall be distributed.
Retained loss will be covered using profit-distribution and
redemption fund in the unrestricted capital and issue premium
fund.
Jaakko Asanti, Jyri Merivirta, Pekka Pystynen and, as a new
member, M.Sc. Tapio Sarpola were appointed as members of
Dones Board of Directors. Tapio Sarpola has been working in
managerial positions at companies specializing in information
systems for manufacturing industries. From 1994 until 2000, he
worked for Liinos Plc (current Visma Software Corporation) as
Business Director and Board member. Currently, he chairs the
Board of his family-owned investment company and two IT growth
companies.
Based on the AGM's decision, the remuneration payable to the
company's auditors will be based on an invoice submitted by
them to the company. The AGM also decided that, after putting
the decision to the vote, the Board emoluments would remain
unchanged.
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.
2.Share-issue authorization
The AGM decided to cancel the share issue authorization given
by the Annual General Meeting on May 13, 2002 to the extent
not yet been exercised, and 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 AGMs decision on
Board authorization 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.
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.
Done Solutions Corporation
Kari Åkman
President and CEO
For further information, please contact:
Kari Åkman, President and CEO, tel. +358 205 253427, gsm +358
40 586 5927, kari.akman@donesolutions.com
http://www.donesolutions.com
Distribution:
Helsinki Exchanges
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