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Total Systems PLC (TTS)

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Wednesday 22 August, 2007

Total Systems PLC

Result of AGM

Total Systems PLC
22 August 2007




For issue on 22 August 2007

Total Systems plc


Result of AGM

Total Systems plc ('the Company') suppliers of cost effective and flexible
software systems to the financial services industry, primarily in the insurance
and warranty sectors, is pleased to announce that all resolutions were passed at
its' Annual General Meeting held on 13th August 2007 including the following
special resolutions:


RESOLUTION 6


That subject to the passing of resolution 5 (which was passed) the Directors be
and are hereby empowered, during the period expiring on the earlier of 13
November 2008 and the date of the Company's Annual General Meeting to be held in
2008, to allot or make offers or agreements to allot equity securities (as
defined in Section 94 of the Companies Act 1985 ('the Act')) pursuant to the
authority for the purposes of Section 80 of the Act conferred by the said
resolution as if Section 89(1) of the Act did not apply to any such allotment,
provided that this power shall be limited to the:


6.1. Allotment of equity securities having a nominal value of up to £175,326
(representing 3,506,517 ordinary shares) in connection with a rights issue in
favour of the holders of relevant shares and relevant employee shares, or in
connection with any other form of issue of such securities in which such holders
are offered the right to participate, in proportion (as nearly as may be) to
their respective holdings but subject to such exclusions or other arrangements
as the Directors consider necessary or expedient in connection with shares
representing fractional entitlements or on account of either legal or practical
problems arising in connection with the laws of any territory, or of the
requirements of any generally recognised regulatory body or stock exchange in
any territory; and


6.2. Allotment (otherwise than pursuant to sub-paragraph 6.1 above) of equity
securities up to an aggregate nominal value of £26,299, representing 525,977
shares, equivalent to 5% of the issued share capital of the Company as at 31
March 2007.


RESOLUTION 7


That the Company be and is hereby generally and unconditionally authorised in
accordance with Section 166 of the Companies Act 1985 to make market purchases
(within the meaning of section 163 of the Companies Act 1985) of shares in the
capital of the Company ('Shares') provided that:


7.1. The maximum aggregate number of shares hereby authorised to be purchased is
1,051,955, representing 10% of the Company's Issued Ordinary Share Capital at
the date of this Notice of Annual General Meeting.


7.2. The maximum price which will be paid for a share is an amount equal to 105
% of the average middle market quotation for a share (as derived from the London
Stock Exchange Daily Official List) for the ten dealing days immediately
preceding the day on which the share is purchased, exclusive of expenses.


7.3. The minimum price which may be paid for a share is its nominal value,
exclusive of expenses.


7.4. The authority hereby conferred shall expire fifteen months after the date
on which the resolution is passed, or if earlier, at the conclusion of the next
Annual General Meeting of the Company, unless such authority is renewed prior to
such time.


7.5. The Company may make a contract to purchase shares under the authority
hereby conferred prior to the expiry of such authority, which will or maybe
executed wholly or partly after the expiry of such authority, and may make a
purchase of shares in pursuance of any such contract.


These special resolutions have been forwarded to the FSA's Document Viewing
Facility today.


Terence Bourne and Granville Harris, the Company's chairman and finance director
respectively are available to take enquiries by telephone on 020 7294 4888.

www.totalsystems.co.uk


For further information please contact


Terence Bourne, Chairman, Total Systems plc                  020 7294 4888

Granville Harris, Finance Director, Total Systems plc        020 7294 4888

Neale Stuart Davies, Investor Relations, Total Systems plc   020 7294 4888






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