It is announced that 21 shareholders attended the Ordinary General Assembly of the company "SingularLogic SA" ("Company") that took place on the 26th of May 2009 at 09:30 am, representing 30.997.939 shares in a total of 43.524.010 shares, i.e percentage 71,22%.
The General Assembly Meeting came to the following decisions:
1. Approved unanimously the Annual Financial Statements, and the Consolidated Financial Statements for fiscal year 2008 along with the minutes of the Board of Directors and the report of the company's Certified Auditors.
2. Approved unanimously the exemption of the members of the Board of Directors and the Certified Auditor from any liability for indemnification with regard to the financial results of FY 2008.
3.Mr.Leos Ioannis with ID number AE 515237 and CPA number 24881 was elected unanimously as Certified Auditor & Mr.Vasileios Kazas, with ID number N 098875 and CPA number 13281 was elected as Deputy Certified Auditor and their fees were set thereof.
4. Approved unanimously payable fees to the BoD members pursuant to article 24 of C.L 2190/1920. Furthermore preliminary approved the fees of the BoD for the current fiscal year.
5. Elected unanimously the new Board of Directors consisting of 9 members, with a term starting from 26.05.2009 and terminating on 26.05.2011, extending automatically until the first Ordinary General Assembly of Shareholders of company after the above-mentioned date. The new BoD consists of: Ioannis Karakadas, Michael Cariotoglou, Nikolaos Kontopoulos, Dimitrios Kafalis, Periklis Argiropoulos, Marica Labrou as executive members, Kyriakos Mageiras - Non executive member, Ilias Konstantopoulos and Konstantinos Piladakis as Independent Non executive members. Mr.Kyriakos Mageiras, Ilias Konstantopoulos and Konstantinos Piladakis were appointed as members of the Audit Committee pursuant to article 37 of Law 3693/2008.
6. Approved unanimously, by validating the resolution of the 30/12/2008 BoD meeting, which was repeated with the resolution of the 26/05/2009 BoD meeting the change of raised funds use timeline from the share capital increase of the Company which was decided by the B' Repeated Ordinary General Assembly Meeting of the Shareholders of 18.09.2006 and was amended :a)by the A' Repeated Ordinary General Assembly Meeting of the Shareholders of 16.05.2007, which validate the resolution of the 16.05.2007 BoD meeting and b) by the resolution of A' Repeated Ordinary General Assembly Meeting of the Shareholders of 22.05.2008. More particularly an extension was approved for the use of the funds that was not disbursed during the year 2008 for a total amount of euro 16.029.945 until 31.12.2009.
7. Pursuant to article 10 of C.L. 2190/1920 approved at majority with 30.947.939 votes in favour and 50.000 votes against, the purchase of treasure shares directly or indirectly, with maximum number of shares up to 10% of the total share capital, which today amounts to 4.352.401 shares, with minimum price of one (1,00) euro and maximum price of ten (10,00) euro per share, and designated the time limit which these purchases will take place will not exceed twenty four (24) months from the decision - making of the Ordinary General Assembly Meeting, meaning until 26.05.2011. Authorize the Board of Directors to proceed to any necessary actions for the implementation of this decision. Finally, recall the Decision of the General Assembly Meeting of the Shareholders dated 8th of May 2008 regarding the treasury shares purchases.
8. Approved unanimously the participation of the members of the Board of Directors and the Company's Managers in other companies Board of Directors or Management Teams.
9. Approved unanimously, pursuant to article 23a of C.L.2190/1920, the contracting of conversion between the Company and the CEO of the company, Mr.Ioannis Karakadas, for the acquisition from the latter of 100% of the shares of the SA "Metasoft Development and Software Production Company SA". The Company "SingularLogic SA" possesses directly 68,77% of shares of the transmitted company and the rest 31,23% of shares are possessed indirectly now to SingularLogic SA through its subsidiary company "Greek Information Technology (Cyprus) Limited". The transfer of 100% of the share capital of "Metasoft SA" will be accomplished with a total value of euro 120.000 or with the equity of the transmitted company during the time of transfer of the shares, whichever is greater. The Ordinary General Assembly Meeting authorizes the BoD to proceed with any necessary actions for the accomplishment of the transmission.
10. Miscellaneous issues - Announcements. The President of the BoD informed the investors regarding the current business activities of the Company.