To: BAPolen who wrote (523 ) 7/27/1999 4:30:00 PM From: Rick Hudson Read Replies (1) | Respond to of 853
For the record from the TVI website. ---------------------------------- MINUTES OF THE ANNUAL SHAREHOLDERS MEETING June 30, 1999 The meeting was called to order at 2:05 pm, Mr. Bender presiding. He welcomed the shareholders who were present and thanked them for coming. The Chair announced that the company's financials for 1998 had been audited, and the required report filed with the SEC. Notice of the meeting had been given to each shareholder as required by the Company's by-laws and SEC regulations. More than 18 million shares were present either in person or by proxy, representing a Quorum. Lists of the Company's shareholders were available for inspection. The Chair declared that the Meeting was duly constituted, and would proceed according to the agenda. The Chair then presented the company's Board members who were seated at the front of the meeting. Messrs. Borkoski, Diaz, Duffy, and Hammond were present; Mr. Sample was making an urgent sales presentation and would join the meeting later. The Chair then introduced Mr. Squires, the Company's counsel, and Mr. Gilliland, the Company's independent auditor. The Chair announced that a Ballot Tally Committee was needed, and asked for volunteers. Ms. Tatum and Messrs. Novak and Smith volunteered, and were elected by a show of hands. Mr. Bender then presented the President's report for 1998 and first half of 1999. He commented briefly on accomplishments of 1998 as reported in the Form 10. He noted the improvement in the first quarter, and noted that the Company had made improvements in its product design, material sourcing, and fabrication procedures. He advised that the improved operations continued for the second quarter, and that he expected both revenue and operating income to be better than the first quarter. He reported that the Company had paid off its bank debt during the second quarter. He reported that USA Access advised the company that they had received an acquisition offer, and that serious negotiations were in progress. He reported that the Company's past reporting and financial problems had been a bar to product or company acquisitions, and that opportunities might be improved in the future. He advised that the Company would not exercise its option to acquire Amateur Sports Group, but would continue to work with them. He closed his remarks with the Safe Harbor warning. The Chair then invited Board members and Mr. Gilliland to comment, and each spoke briefly. The Chair then invited questions from shareholders and several issues were raised. Questions and comments included efforts to sell shelter products to park and recreation customers, the sale of tents for refugee and related uses, the establishment of a banking relationship, the hiring of sales personnel, and the extension of the target patent. The Chair then called for action on the two Proposals. Additional nominations for directors were solicited but none were offered from the floor. The Chair then asked that Ballots to be marked for the two proposals and delivered to the Tally Committee. He reminded shareholders that if they had previously submitted a Proxy that they should not vote again. The Tally Committee then retired to a private room to tabulate the results. Pending the report from the Tally Committee, there was a tour of the facility and demonstration of some of the products. There were additional questions and comments. The Tally Committee then presented its report, a copy of which is attached. Both proposals had been approved by a substantial margin by the shareholders. The Chair then asked if there were additional matters to be brought before the Meeting. There was no response, and he declared the meeting adjourned at 3:25 pm. RUDY J. DIAZ Secretary