GEOSENTRIC OYJ STOCK EXCHANGE RELEASE June 5, 2012 at 12.45
RESOLUTIONS OF GEOSENTRIC OYJ ANNUAL GENERAL MEETING
The following resolutions were made by the Annual General Meeting of GeoSentric Oyj held on June 5, 2012:
1. Confirming the annual accounts and deciding on handling the result for the period according to the confirmed balance sheet
The Annual General Meeting of GeoSentric Oyj confirmed the Income Statement and the Balance Sheet of the company from the financial year 2011. The General Meeting further resolved that the result from the period shall be booked on the previous years' profit/loss account and that no dividend is paid.
2. Discharge the members of the Board and Managing Director from liability
The Annual General Meeting resolved to discharge from liability the members of the Board and the Managing Director.
3. Resolution on the remuneration and incentives of the members of the Board of Directors and the Auditor
The Annual General Meeting approved the Board of Directors’ remuneration and incentives. The gross meeting fee will be 2.000€ per attended in person meeting up to eight meetings per year. In addition the Board members shall be entitled to stock options as proposed and they would have the right to convert their unpaid meeting fees in the shares of the Company in accordance with the terms set out in the proposal to the Annual General Meeting.
The Annual General Meeting further resolved that the fees of the auditor shall be paid in accordance with their reasonable invoice.
4. Resolution on the number of the members of the Board of Directors and election of members of the Board of Directors
The Annual General Meeting resolved that the number of Board members is three (3) and elected the following persons to continue on the Board: Victor Franck, Jeffrey Crevoiserat and Mike Po.
The Board elected Victor Franck to continue as the Chairman of the Board.
5. Election of auditors
The Annual General Meeting re-elected Ernst & Young Oy, CPA Mr. Erkka Talvinko acting as its responsible auditor, to its auditor.
6. Financing proposals
The Annual General Meeting decided to confirm the €350,000 funding proposal (“Proposal”) from the independent advisory business as proposed.
7. Cancellation of outstanding option rights
The Annual General Meeting decided to cancel all the outstanding 88,918,555 option right subject to the terms and conditions of the option rights and consent by the option holders as required.
8. Reverse share split
The Annual General Meeting decided on the reverse share split in maximum ratio of 10:1 to be implemented on December 31, 2012 at the latest. The Board was authorized to set the exact redemption ratio and the record date for the reverse split when the pre-conditions for implementing the reverse split have been fulfilled, which is expected to take several months.
GeoSentric Oyj
For more information, please contact: investors@gypsii.com
Distribution:
NASDAQ OMX Helsinki
Principal news media