SDL
14/11/2012 09:03
MEETING
REL: 0903 HRS Solution Dynamics Limited
MEETING: SDL: SDL Annual Meeting and Notice of Meeting
Notice is hereby given that the Annual Meeting of Solution Dynamics Limited
is to be held at Solution Dynamics Limited, 18 Canaveral Drive, Albany,
Auckland on Wednesday 12 December 2012 at 11.30am.
The business of the meeting is:
a. To receive and consider the annual report for the year ended 30 June 2012,
together with the financial statements and auditor's report.
b. To consider and, if thought fit, to pass the following ordinary
resolutions:
1. That the board be authorised to fix the auditor's remuneration.
2. That Mr John McMahon be elected as a director.
3. That Mr Dave Thornber be elected as a director.
4. That Mr Aleksandar Zivaljevic be elected as a director.
Explanatory Notes
Resolution 1: Fixing the remuneration of the auditor
Pursuant to the Companies Act 1993, Grant Thornton is automatically
re-appointed at the Annual Meeting as auditor of the Company. The proposed
resolution is to authorise the board to fix the remuneration of the auditor,
Grant Thornton.
Resolution 2 to 4: Election of directors
Mr Colin Giffney is retiring by rotation as required by clause 17 of the
Company's constitution and will not seek re-election.
Three individuals have been nominated as directors. The Company's
constitution provides that there be a minimum of three and a maximum of seven
directors of the Company. Each of the three nominated directors could
therefore be appointed as directors without exceeding the maximum number of
directors.
The nominated directors and the biographies that they have provided are set
out below.
(a) Mr John McMahon
John has industry experience across the publishing, transport and software
sectors and has spent over 17 years in the Australasian equity markets,
predominantly as an equity analyst (covering a range of industries including
telecommunications, media, gaming, transport, industrials), but also as a
Head of Equities, and three years as Managing Director of ASB Securities. He
now manages his own investment portfolio through Sydney-based Auro Investment
Management. He has a Bachelor of Commerce (Honours), an MBA and is a CFA
(Chartered Financial Analyst) charterholder.
(b) Mr Dave Thornber
Dave was a founder of the original business from which the Company has
developed. He has worked in the IT industry for 30 years and in the
communication services business for the last 20 of those.
Dave has a firm belief in the future of the services business and believes
that it can continue to run as a profitable, leading-edge operation. As a
long-serving director of the Company before it was floated, and an employee
throughout, Dave has a familiarity with the day-to-day business.
(c) Mr Aleksandar Zivaljevic
Aleksandar draws his experience from his work/life in four different
countries: Serbia, Poland, USA and New Zealand, from the three different
political systems: Communist, Socialist and Capitalist and from two different
worlds: one industrialized and developed and one struggling and undeveloped.
Aleksandar's New Zealand education consists of a Master of Business
Administration (MBA) and Master of Management1 (MMng) from Massey University.
Aleksandar has commenced study for a Doctorate in Computing (DComp) this
year which is planned to finish in 2015. Aleksandar has also gained a master
level Certificate of Proficiency (C.O.P) that confirms his ability to
undertake the doctoral studies. The education that Aleksandar gained through
the MBA and MMng courses was an eye opener and was delivered by the best in
the industry. He believes that his education will be a valuable, and
certainly needed addition to the board and the Company.
For the last 10 years, Aleksandar has been an owner and manager of small and
medium-sized enterprises operating in the ICT domain. Aleksandar
successfully formed, developed and sold his first business and he is full
time involved in his other business that has exclusive territorial
distribution rights for the unified communication software product. He is
also a part time lecturer at the Unitec Institute of Technology where he
coordinates one and teaches two papers to the Bachelor and Diploma in
Business students. None of his professional involvements is in conflict with
the position he nominates himself for.
* The two final papers of Aleksandar's MMng are in process and he plans to
graduate at the beginning of 2013.
End CA:00229698 For:SDL Type:MEETING Time:2012-11-14 09:03:10
