GEOSENTRIC OYJ STOCK EXCHANGE RELEASE June 27, 2013 at 13:00
RESOLUTIONS OF GEOSENTRIC OYJ ANNUAL GENERAL MEETING
The following resolutions were made by the Annual General Meeting of GeoSentric Oyj held on June 27, 2013:
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 2012. 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 Victor Franck, Jeffrey Crevoiserat to continue on the Board and Michael Peralta to joint the Board as a new member.
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 to its auditor.
6. Financing proposals
The Annual General Meeting decided to confirm the €250,000 funding proposal (“Proposal”) from the independent advisory business as proposed.
7. Authorizing issues of shares and special option rights
The Annual General Meeting decided to authorize the Board of Directors to decide on issuances of up to 5,000,000,000 new shares or special option rights.
8. Reverse share split
The Annual General Meeting decided on the reverse share split in maximum ratio of 1,000:1 to be implemented on December 31, 2013 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
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