Shareholdings of Directors and Executive Officers
Amount and Nature of Ownership
Title
of Beneficial of
Class Name of Beneficial Owner Class # Percent
------ ------------------------------------------------ ---------- -------
Common Steve Vestergaard, Pres. & Director (1) 1,813,888 25.3%
Common Mark Lotz, Chief Financial Officer (2) 8,500 0.1%
Common Ed Kolic, Chief Operating Officer & Secretary (3) 113,888 1.6%
Common Greg Foisy, Director (4) 4,000 0.1%
Common Howard Louie, Director (5) 100,000 1.2%
Total 2,040,276 28.3%
# Based on 7,167,000 shares outstanding as of November 11, 1999.
(1) Includes vested options to purchase 13,888 shares of common stock.
(2) Includes vested options to purchase 4,000 shares of common stock.
(3) Includes vested options to purchase 13,888 shares of common stock.
(4) Includes vested options to purchase 4,000 shares of common stock.
(5) Includes vested options to purchase 4,000 shares of common stock.
ITEM 5. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS
-----------------------------------------------------
Table No. 4 lists as of November 11, 1999 the names of the Directors of the
Company. The Directors have served in their respective capacities since their
election and/or appointment and will serve until the next Annual Shareholders'
Meeting or until a successor is duly elected, unless the office is vacated in
accordance with the Articles/By-Laws of the Company. All Directors are residents
and citizens of Canada. Table No. 4
Directors
Date First
Elected
Name Age or Appointed
---------------------------- ------------------- ----------------
Steve Vestergaard (1) 33 July 1999
Greg Foisy (1) 38 Oct. 1999
Howard Louie (1) 39 Oct. 1999
Ed Kolic 40 July 1999
(1) Member of Audit Committee.
Table No. 5 lists, as of November 11, 1999, the names of the Executive Officers
of the Company. The Executive Officers serve at the pleasure of the Board of
Directors. All Executive Officers are residents/citizens of Canada.
Table No. 5
Executive Officers
Name Position Date of Board Approval
----------------- -------------------------------------- ----------------------
Steve Vestergaard President Oct. 1999
Mark Lotz Chief Financial Officer Oct. 1999
Ed Kolic Chief Operating Officer and Secretary Oct. 1999
Business Experience
Steve Vestergaard. Mr. Vestergaard is President and a Director of the Company.
He has been employed by the Company since June 1999 when the Company began
negotiations to purchase Destiny Software Productions Inc. His responsibilities
include coordinating strategy, planning, and product development. Mr.
Vestergaard devotes 100% of his time to the affairs of the Company. He has been
involved in the software development industry since 1982 at which time he
founded a private company called Tronic Software. Tronic Software was a
developer of computer games which were sold by mail order. In 1990 he became
employed by Distinctive Software Inc., a company which later
changed its name to Electronic Arts Canada. At Electronic Arts Canada he was
involved in developing game products. In 1991 he became the Chief Executive
Officer of Destiny Software Productions, Inc. At Destiny Software Productions
Inc. his responsibilities included not only general managerial functions, but
also supervision of the development of computer games. Mr. Vestergaard hold an
International Baccalaureate Degree and a Bachelor of Science Degree in Computer
Science from the University of British Columbia.
Ed Kolic. Mr. Kolic is the Chief Operating Officer and Secretary. His
responsibilities include overseeing the marketing efforts of the Company. He
devotes 100% of his time to the affairs of the Company. From 1988 until 1995, he
was employed as the President of Target Canada Production Ltd. His experience
includes the production of documentary television, educational and information
programming for the Canadian Educational Television Networks, large screen
interactive presentation media for international conferences and a range of
communication programs for corporate, government and institutional clients. From
1993 until 1997, he was a partner in a private company called Jacqueline Conoir
Designs Ltd. which is a fashion design house. At Conoir Designs Ltd. he
developed all of the marketing, communications and image strategies for the
company. From 1997 until June of 1999, he was the president of WonderFall
Productions Inc., a computer game development company, which he sold to the
Company in June of 1999.
Mark Lotz. Mr. Lotz is the Chief Financial Officer of the Company. He devotes
100% of his time to the affairs of the Company. Prior to joining the Company in
August 1999, Mr. Lotz was an Examiner with the Vancouver Stock Exchange where he
was responsible for the regulation of Canadian stockbrokerage firms. Prior to
joining the Vancouver Stock Exchange in 1995, Mr. Lotz was employed by Coopers &
Lybrand as an auditor. Mr. Lotz holds the designation of Chartered Accountant.
He graduated from Simon Fraser University in Vancouver, British Columbia where
he received a Bachelors Degree in Business Administration.
Howard Louie. Mr. Louie is a member of the Company's Board of Directors. His
private and public company activity during the past five years includes serving
as the President and a Director of Unimet Capital Corp from 1992 until 1997.
Unimet Capital Corp. is a private investment group which provides advisory
services in corporate finance for both public and private corporations. From
1994 until 1997 he served as the President and a Director of GR Unimet Financial
Corp. which is a joint venture between Unimet Capital Corp. and Grand Resources
Group Joint, a financial institution based in Hong Kong. As a member of the
Company's Board of Directors, Mr. Louie devotes ten percent of his time to the
affairs of the Company.
Greg Foisy. Mr. Foisy is a member of the Company's Board of Directors. From 1986
until 1991 Mr. Foisy worked in sales with Apollo Computer, which subsequently
became the workstation division of Hewlett-Packard. In 1991 he became employed
by a company called Interactive Development Environments, a software company
specializing in development tools. He opened up the first offices in Canada for
Interactive Development Environments and was successful in making the Canadian
organization one of the top producing regions within that company. He left
Interactive Development Environments in 1995 and founded a private company
called Red Brick Systems. Red Brick Systems is a provider of database technology
for the Data Warehousing and Decision Support market space and was involved in
providing loyalty management and click-stream analysis for companies involved in
e-commerce or internet access. In 1998, Red Brick Systems was purchased by a
company called Informix. Mr. Foisy is now employed as the Director of Sales for
Data Warehousing for Informix. As a member of the Board of Directors, Mr. Foisy
devotes 5% of his time to the affairs of the Company.
There have been no events during the last five years that are material to an
evaluation of the ability or integrity of any director, person nominated to
become a director, executive officer, promoter or control person including:
a) any bankruptcy petition filed by or against any business of which such person
was a general partner or executive officer either at the time of the bankruptcy
or within two years prior to that time;
b) any conviction in a criminal proceeding or being subject to a pending
criminal proceeding (excluding traffic violations and other minor offenses);
c) being subject to any order, judgment, or decree, not subsequently reversed,
suspended or vacated, of any court of competent jurisdiction, permanently
enjoining, barring, suspending or otherwise limiting his/her involvement in any
type of business, securities or banking activities;
d) being found by a court of competent jurisdiction (in a civil action), the
Commission or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not been
reversed, suspended, or vacated.
Family Relationships--------------------
There are no family relationships between any of the officers and/or directors. |
