0001021771-05-000053.txt : 20120703 0001021771-05-000053.hdr.sgml : 20120703 20050202150633 ACCESSION NUMBER: 0001021771-05-000053 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 11 FILED AS OF DATE: 20050202 DATE AS OF CHANGE: 20050202 GROUP MEMBERS: BARBARA SPECTOR GROUP MEMBERS: BOXWOOD FLTD PARTNERS GROUP MEMBERS: JACK D. SEIBALD GROUP MEMBERS: KAREN DUBROWSKY IRA GROUP MEMBERS: SDS PARTNERS I, LTD. GROUP MEMBERS: STEPHANIE SEIBALD GROUP MEMBERS: STEWART SPECTOR FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Seibald Jack D CENTRAL INDEX KEY: 0001186619 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 5167465718 MAIL ADDRESS: STREET 1: 1336 BOXWOOD DRIVE WEST CITY: HEWLETT HARBOR STATE: NY ZIP: 11557 FORMER COMPANY: FORMER CONFORMED NAME: SIEBALD JACK D DATE OF NAME CHANGE: 20020905 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DCAP GROUP INC/ CENTRAL INDEX KEY: 0000033992 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 362476480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-12743 FILM NUMBER: 05569058 BUSINESS ADDRESS: STREET 1: 90 MERRICK AVE STREET 2: 9TH FLOOR CITY: EAST MEADOW STATE: NY ZIP: 11554 BUSINESS PHONE: 5167946300 MAIL ADDRESS: STREET 1: 90 MERRICK AVE 9TH FLOOR STREET 2: 90 MERRICK AVE 9TH FLOOR CITY: EAST MEADOW STATE: NY ZIP: 11554 FORMER COMPANY: FORMER CONFORMED NAME: EXTECH CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: EXECUTIVE HOUSE INC DATE OF NAME CHANGE: 19911119 SC 13D 1 d.txt SCHEDULE 13D - JACK SEIBALD ET AL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* ----- DCAP Group, Inc. (Name of Issuer) Common Stock, $.01 Par Value (Title of Class of Securities) 233065 20 0 (CUSIP Number) Jack D. Seibald 1010 Franklin Avenue Suite 303 Garden City, New York 11530 (516) 746-5718 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 24, 2004 (Date of Event Which Requires Filing of This Statement) If the Filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [X] *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 13 Pages SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person Jack D. Seibald 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization Netherlands Number of Shares 7. Sole Voting Power Beneficially Owned 18,750 By Each Reporting Person With 8. Shared Voting Power 216,000 9. Sole Dispositive Power 18,750 10. Shared Dispositive Power 229,000 11. Aggregate Amount Beneficially Owned by Reporting Person 247,750 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 9.8% 14. Type of Reporting Person IN 2 SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person Stephanie Seibald 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization United States Number of Shares 7. Sole Voting Power Beneficially Owned -0- By Each Reporting Person With 8. Shared Voting Power 116,000 9. Sole Dispositive Power -0- 10. Shared Dispositive Power 116,000 11. Aggregate Amount Beneficially Owned by Reporting Person 116,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 4.6% 14. Type of Reporting Person IN 3 SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person SDS Partners I, Ltd. 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization Florida Number of Shares 7. Sole Voting Power Beneficially Owned -0- By Each Reporting Person With 8. Shared Voting Power 100,000 9. Sole Dispositive Power -0- 10. Shared Dispositive Power 100,000 11. Aggregate Amount Beneficially Owned by Reporting Person 100,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 4.0% 14. Type of Reporting Person PN 4 SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person Boxwood FLTD Partners 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization Delaware Number of Shares 7. Sole Voting Power Beneficially Owned 3,000 By Each Reporting Person With 8. Shared Voting Power -0- 9. Sole Dispositive Power 3,000 10. Shared Dispositive Power -0- 11. Aggregate Amount Beneficially Owned by Reporting Person 3,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 0.1% 14. Type of Reporting Person PN 5 SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person Stewart Spector 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization United States Number of Shares 7. Sole Voting Power Beneficially Owned 11,935 By Each Reporting Person With 8. Shared Voting Power 100,000 9. Sole Dispositive Power -0- 10. Shared Dispositive Power 111,935 11. Aggregate Amount Beneficially Owned by Reporting Person 111,935 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 4.4% 14. Type of Reporting Person IN 6 SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person Barbara Spector 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization United States Number of Shares 7. Sole Voting Power Beneficially Owned 3,000 By Each Reporting Person With 8. Shared Voting Power 100,000 9. Sole Dispositive Power -0- 10. Shared Dispositive Power 103,000 11. Aggregate Amount Beneficially Owned by Reporting Person 103,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 4.1% 14. Type of Reporting Person IN 7 SCHEDULE 13D CUSIP No. 233065 20 0 1. Name of Reporting Person Karen Dubrowsky IRA 2. Check the appropriate box if a member of a group (a) [X] (b) [ ] 3. SEC Use Only 4. Source of Funds NA (See Item 3 below) 5. Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)[ ] 6. Citizenship or Place of Organization United States Number of Shares 7. Sole Voting Power Beneficially Owned 4,000 By Each Reporting Person With 8. Shared Voting Power -0- 9. Sole Dispositive Power -0- 10. Shared Dispositive Power 4,000 11. Aggregate Amount Beneficially Owned by Reporting Person 4,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [X] 13. Percent of Class Represented by Amount in Row (11) 0.2% 14. Type of Reporting Person IN 8 ITEM 1. Security and Issuer ------------------- The Reporting Persons are making this statement in reference to shares of common stock, par value $.01 per share (the "Common Stock"), of DCAP Group, Inc., a Delaware corporation (the "Company"). The address of the principal executive offices of the Company is 1158 Broadway, Hewlett, New York 11557. ITEM 2. Identity and Background. ----------------------- (a) Names of Reporting Persons: Jack D. Seibald ("J. Seibald") Stephanie Seibald ("S. Seibald") SDS Partners I, Ltd. ("SDS") Boxwood FLTD Partners ("Boxwood") Stewart Spector ("S. Spector") Barbara Spector ("B. Spector") Karen Dubrowsky IRA ("Dubrowsky" and together with J. Seibald, S. Seibald, SDS, Boxwood, S. Spector and B. Spector, the "Reporting Persons") (b) Residence or business address: J. Seibald ---------- 1010 Franklin Avenue Suite 303 Garden City, New York 11530 S. Seibald ---------- c/o J. Seibald 1010 Franklin Avenue Suite 303 Garden City, New York 11530 SDS --- 43 Hampshire Lane Boynton Beach, Florida 33436 Boxwood ------- 1336 Boxwood Drive West Hewlett Harbor, New York 11557 S. Spector ---------- 43 Hampshire Lane Boynton Beach, Florida 33436 9 B. Spector ---------- 43 Hampshire Lane Boynton Beach, Florida 33436 Dubrowsky --------- 36 East Voss Avenue East Rockaway, New York 11518 (c) J. Seibald: J. Seibald is the Managing Member of Whiteford Advisors LLC, an investment management firm located at 1010 Franklin Avenue, Suite 303, Garden City, New York 11530 and is a registered representative with Sanders Morris Harris, a broker-dealer. J. Seibald is also a director and a member of the Audit Committee, Nominating Committee, Compensation Committee and Insurance Committee of the Board of Directors of the Company. S. Seibald: S. Seibald is a homemaker. SDS: SDS is a limited partnership organized under the laws of the State of Florida. Boxwood: Boxwood is a limited partnership organized under the laws of the State of Delaware. S. Spector: S. Spector is retired. B. Spector: B. Spector is retired. Dubrowsky: Dubrowsky is a homemaker. (d) None of the Reporting Persons have been convicted in a criminal proceeding in the last five years. (e) None of the Reporting Persons have, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws. (f) J. Seibald is a citizen of The Netherlands; S. Seibald, S. Spector, B. Spector and Dubrowsky are citizens of the United States of America; SDS is a limited partnership organized under the laws of the State of Florida; and Boxwood is a limited partnership organized under the laws of the State of Delaware. ITEM 3. Source and Amount of Funds or Other Consideration. ------------------------------------------------- Reference is made to Item 4 hereof. 10 ITEM 4. Purpose of Transaction ---------------------- The securities being reported by this statement were previously reported on a Schedule 13G for an event dated August 30, 2002, as filed on September 6, 2002 with the Securities and Exchange Commission (the "SEC"), and as amended for an event dated December 31, 2003, as filed on February 13, 2004 with the SEC. On September 24, 2004, J. Seibald was elected to the Board of Directors of the Company. As a result, the Reporting Persons are no longer eligible to report their respective holdings on Schedule 13G and are required to file a report of their respective holdings on Schedule 13D. ITEM 5. Interest in Securities of the Issuer ------------------------------------ J. Seibald and S. Seibald, jointly, own 113,000 shares of Common Stock, representing approximately 4.5% of the Company's issued and outstanding shares. J. Seibald and S. Seibald are husband and wife. J. Seibald beneficially owns an additional 18,750 shares of Common Stock that are issuable pursuant to a currently exercisable warrant and 116,000 shares of Common Stock based upon his status as a general partner of Boxwood and pursuant to powers of attorney granted to him, as described in Item 6 hereof. S. Seibald beneficially owns an additional 3,000 shares of Common Stock based upon her status as a general partner of Boxwood as described in Item 6 hereof. SDS owns 100,000 shares of Common Stock (the "SDS Shares"), representing approximately 4.0% of the Company's issued and outstanding shares. Boxwood owns 3,000 shares of Common Stock (the "Boxwood Shares"), representing less than 1% of the Company's issued and outstanding shares. S. Spector holds 6,000 shares of Common Stock in an individual retirement account (the "S. Spector Shares"), representing less than 1% of the Company's issued and outstanding shares. S. Spector beneficially owns an additional 5,935 shares of Common Stock that are issuable pursuant to a currently exercisable warrant (the "S. Spector Warrant"). B. Spector holds 3,000 shares of Common Stock in an individual retirement account (the "B. Spector Shares"), representing less than 1% of the Company's issued and outstanding shares. S. Spector and B. Spector beneficially own an additional 100,000 shares of Common Stock based upon their status as general partners of SDS. Dubrowsky owns 4,000 shares of Common Stock (the "Dubrowsky Shares"), representing less than 1% of the Company's issued and outstanding shares. S. Spector and B. Spector are S. Seibald's parents. Dubrowsky is J. Seibald's sister-in-law. All percentages herein are based upon the 2,512,424 shares of Common Stock of the Company that were issued and outstanding as of September 24, 2004 (based on the Company's Quarterly Report on Form 10-QSB for the period ended June 30, 2004, as adjusted for the Company's one-for-five reverse stock split effective August 26, 2004), plus the number of shares issuable to the particular Reporting Person pursuant to warrants that are currently exercisable. The shares of Common Stock reported in this Schedule 13D do not include 24,065 shares of Common Stock issuable upon the exercise of the S. Spector Warrant. The S. Spector Warrant is subject to a conversion cap that precludes the holder thereof and its affiliates and any other persons or entities whose beneficial ownership would be aggregated with the holder's (as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934) (the "Owners") from utilizing its exercise rights to the extent that any of the Owners would beneficially own in excess of 9.999% of the Company's issued and outstanding Common Stock, giving effect to such exercise. The shares of Common Stock reported in this Schedule 13D include 5,935 shares of Common Stock issuable upon the exercise of the S. Spector Warrant (as reflected above) since the exercise of the S. Spector Warrant with respect to such 5,935 shares would not cause any of the Owners to beneficially own in 11 excess of 9.999% of the Company's issued and outstanding Common Stock as of September 24, 2004. ITEM 6. Contracts, Agreements, Understandings or Relationships with Respect to Securities of the Issuer ---------------------------------------- J. Seibald, S. Seibald, their three children, S. Spector, B. Spector and Dubrowsky are beneficiaries of a trust that is a limited partner of SDS. The general partners of SDS are S. Spector and B. Spector. The general partners of Boxwood are J. Seibald and S. Seibald. SDS, S. Spector, B. Spector and Dubrowsky have each granted to J. Seibald the power-of-attorney to hold, pledge, transfer, assign, sell or otherwise dispose of, by endorsement or otherwise, the SDS Shares, the S. Spector Shares, the B. Spector Shares and the Dubrowsky Shares, respectively. SDS has additionally granted to J. Seibald the power-of-attorney to attend, vote for and otherwise take part in all and any general meetings of the Company, whether ordinary or extraordinary, held by or in connection with the SDS Shares. ITEM 7. Material to be Filed as Exhibits -------------------------------- 24.1 Power-of-Attorney from SDS to J. Seibald, dated January 28, 2005. 24.2 Power-of-Attorney from Boxwood to J. Seibald, dated January 28, 2005. 24.3 Power-of-Attorney from S. Spector to J. Seibald, dated January 28, 2005. 24.4 Power-of-Attorney from B. Spector to J. Seibald, dated January 28, 2005. 24.5 Power-of-Attorney from Dubrowsky to J. Seibald, dated January 28, 2005. 24.6 Power-of-Attorney from SDS to J. Seibald, dated August 26, 2002. 24.7 Power-of-Attorney from S. Spector to J. Seibald, dated March 25, 1999. 24.8 Power-of-Attorney from B. Spector to J. Seibald, dated March 25, 1999. 24.9 Power-of-Attorney from Dubrowsky to J. Seibald, dated March 25, 1999. 99.1 Joint Filing Agreement among J. Seibald, S. Seibald, SDS, Boxwood, S. Spector, B. Spector and Dubrowsky, dated January 28, 2005. 12 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: January 28, 2005 /s/ Jack D. Seibald ----------------------------- Jack D. Seibald /s/ Stephanie Seibald ----------------------------- Stephanie Seibald SDS PARTNERS I, LTD. By: /s/ Jack D. Seibald -------------------------- Jack D. Seibald, Attorney-in-Fact BOXWOOD FLTD PARTNERS By: /s/ Jack D. Seibald ------------------------- Jack D. Seibald, Attorney-in-Fact STEWART SPECTOR By: /s/ Jack D. Seibald ------------------------- Jack D. Seibald, Attorney-in-Fact BARBARA SPECTOR By: /s/ Jack D. Seibald ------------------------- Jack D. Seibald, Attorney-in-Fact KAREN DUBROWSKY IRA By: /s/ Jack D. Seibald ------------------------- Jack D. Seibald, Attorney-in-Fact 13 EX-24 2 ex24-1.txt EX 24(1) POA RE: SDS PARTNERS I, LTD. DTD 1/28/05 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that SDS PARTNERS I, LTD., a limited partnership organized under the laws of the State of Florida (the "Principal"), does hereby make, constitute and appoint JACK D. SEIBALD, as its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Principal is acting individually or as representative of others, any and all filings required to be made by the Principal under the Securities Exchange Act of 1934 (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Principal under the Act, giving and granting unto him said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Principal might or could do if personally present, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. THIS POWER OF ATTORNEY shall remain in full force and effect until revoked in writing by the undersigned. IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 28, 2005 SDS PARTNERS I, LTD By: /s/ Stewart R. Spector --------------------------- Stewart Spector, General Partner By: /s/ Barbara Spector --------------------------- Barbara Spector, General Partner EX-24 3 ex24-2.txt EX 24(2) POA RE: BOXWOOD DTD 1/28/05 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that BOXWOOD FLTD PARTNERS, a limited partnership organized under the laws of the State of Delaware (the "Principal"), does hereby make, constitute and appoint JACK D. SEIBALD, as its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Principal is acting individually or as representative of others, any and all filings required to be made by the Principal under the Securities Exchange Act of 1934 (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Principal under the Act, giving and granting unto him said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Principal might or could do if personally present, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. THIS POWER OF ATTORNEY shall remain in full force and effect until revoked in writing by the undersigned. IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 28, 2005 BOXWOOD FLTD PARTNERS By: /s/ Jack D. Seibald ------------------------------- Jack D. Seibald, General Partner By: /s/ Stephanie Seibald ------------------------------- Stephanie Seibald, General Partner EX-24 4 ex24-3.txt EX 24(3) POA RE: S. SPECTOR DTD 1/28/05 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that STEWART SPECTOR (the "Principal"), does hereby make, constitute and appoint JACK D. SEIBALD, as his true and lawful attorney, to execute and deliver in his name and on his behalf whether the Principal is acting individually or as representative of others, any and all filings required to be made by the Principal under the Securities Exchange Act of 1934 (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Principal under the Act, giving and granting unto him said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Principal might or could do if personally present, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. THIS POWER OF ATTORNEY shall remain in full force and effect until revoked in writing by the undersigned. IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 28, 2005 /s/ Stewart Spector -------------------------- Stewart Spector EX-24 5 ex24-4.txt EX 24(4) POA RE: B. SPECTOR DTD 1/28/05 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that BARBARA SPECTOR (the "Principal"), does hereby make, constitute and appoint JACK D. SEIBALD, as her true and lawful attorney, to execute and deliver in her name and on her behalf whether the Principal is acting individually or as representative of others, any and all filings required to be made by the Principal under the Securities Exchange Act of 1934 (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Principal under the Act, giving and granting unto him said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Principal might or could do if personally present, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. THIS POWER OF ATTORNEY shall remain in full force and effect until revoked in writing by the undersigned. IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 28, 2005 /s/ Barbara Spector -------------------------- Barbara Spector EX-24 6 ex24-5.txt EX 24(5) POA RE: DUBROWSKY DTD 1/28/05 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that KAREN DUBROWSKY IRA, an individual retirement account for the benefit of Karen Dubrowsky (the "Principal"), does hereby make, constitute and appoint JACK D. SEIBALD, as its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Principal is acting individually or as representative of others, any and all filings required to be made by the Principal under the Securities Exchange Act of 1934 (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Principal under the Act, giving and granting unto him said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Principal might or could do if personally present, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. THIS POWER OF ATTORNEY shall remain in full force and effect until revoked in writing by the undersigned. IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 28, 2005 KAREN DUBROWSKY IRA By: /s/ Karen Dubrowsky --------------------------------- Karen Dubrowsky EX-24 7 ex24-6.txt EX 24(6) POA RE: SDS DATD 8/26/02 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: SDS Partner I, Ltd., a partnership established and existing under the laws of Florida and having its principal place of business at 43 Hampshire Lane, Boynton Beach, FL 33436 (the "Company") does hereby make, constitute and appoint Mr. Jack Seibald having his address at 1336 Boxwood Drive West Hewlett Harbor, NY 11557 as its true and lawful Attorneys-in-fact with full power and authority to act independently, as herein described, in the name and on bebalf of the Company: 1. To execute and deliver on behalf of the Company a Securities Purchase Agreement (the "Purchase Agreement") for the acquisition of certain shares of common stock of DCAP GROUP, INC. (the "Shares") and to make such other changes to the Purchase Agreement as he deems necessary to complete the negotiations of the transactions contemplated by the Purchase Agreement. 2. To execute and deliver all documents, contracts, agreements, and any and all such other instruments or documents or amendments thereto in connection with such negotiations of the transactions contemplated by the Purchase Agreement. 3. To do any and all other things and to take any and all other actions and to deliver any and all other instruments as may be necessary or convenient to effectuate the foregoing. 4. To hold, pledge, transfer, assign, sell or otherwise dispose of, by endorsement or otherwise, the Shares and to sign, on behalf of the Company, stock transfer or similar documents and ledgers with respect to the Shares; and in general, to exercise, in the name of the Company all rights conferred by law, articles of incorporation or association, by virtue or attached to the Shares and with respect to the ownership of the Shares. 5. To attend, vote for and on behalf of the Company and otherwise take part in all and any general meetings, whether ordinary or extraordinary, held by or in connection with the Shares. The Attorney in fact shall not incur any liability for, and the Company shall indemnity and hold him harmless against, any damage, loss or expense incurred by him with respect to any act or omission taken in good faith pursuant to this power of attorney or upon the advice of counsel given in respect to any question relating to his duties and responsibilities hereunder. Giving and granting unto its said Attorney-infact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary and proper to be done in the performane of the above to all intents and purposes as it might or could do if it were acting for itself with full power of substitution and revocation, hereby ratifying and confirming all that its said Attorney-in-fact or his substitute shall lawfully do or cause to be done by virtue of this document unless revoked by the undersigned Company by written instrument. IN WITNESS WHEREOF, the Company has caused its partnership name to be subscribed hereto by its duly authorized representative this 26th day of August 2002. SDS PARTNERS I, LTD. By: /s/ Stewart R. Spector ---------------------------- Name: Stewart R. Spector Title: General Partner By: /s/ Barbara J. Spector ---------------------------- Name: Barbara J. Spector Tide: General Partner 2 EX-24 8 ex24-7.txt EX 24(7) POA RE: S. SPECTOR DTD 3/25/99 TRADING AUTHORIZATION LIMITED TO PURCHASES AND SALES OF SECURITIES AND COMMODITIES The undersigned hereby authorizes JACK D. SEIBALD (whose signature appears below) as his agent and attorney in fact to buy, sell (including short sales) and trade in stocks, bonds, options contracts, and any other securities and/or commodities and/or contracts relating to the same on margin or otherwise in accordance with your terms and conditions for the undersigned's account and risk and in the undersigned's name, or number on your books. In addition, the undersigned hereby specifically authorizes the aforesaid agent to make transactions which would result in uncovered short positions in options contacts or in the uncovering of any existing short position in options contacts. The undersigned hereby agrees to indemnify and hold you harmless from and to pay you promptly on demand any and all losses arising therefrom or debit balance due thereon. In all such purchases, sales or trades you are authorized to follow the instructions of STEWART SPECTOR, IRA in every respect concerning the undersigned's account with you; and he is authorized to act for the undersigned and in the undersigned's behalf in the same manner and with the same force and effect as the undersigned might or could do with respect to such purchases, sales or trades as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or trades. The undersigned hereby ratifies and confirms any and all trasnactions with you heretofore or hereafter made by the aforesaid agent or for the undersigned's account. This authorization and indemnity is also a continuing one and shall remain in full force and effect until revoked by the undersigned by a written notice addressed to you and delivered to your office at 1010 FRANKLIN AVENUE, SUITE 303 GARDEN CITY, NY 11530, but such revocation shall not affect any liability in any way resulting from transactions initiated prior to such revocation. This authorization and indemnity shall enure to the benefit of your present firm and of any successor firm or firms irrespective of any change or changes at any time in the personnel thereof for any cause whatsoever, and of the assigns of your present firm or any successor firm. Dated 3/25/99 ------------------- Boynton Beach Florida ------------------- ------------- (City) (State) Very truly yours, /s/ Stewart R. Spector ------------------------------- Signature of authorized agent: /s/ Jack Seibald -------------------------------- EX-24 9 ex24-8.txt EX 24(8) POA RE: B. SPECTOR DTD 3/25/99 TRADING AUTHORIZATION LIMITED TO PURCHASES AND SALES OF SECURITIES AND COMMODITIES The undersigned hereby authorizes JACK D. SEIBALD (whose signature appears below) as his agent and attorney in fact to buy, sell (including short sales) and trade in stocks, bonds, options contracts, and any other securities and/or commodities and/or contracts relating to the same on margin or otherwise in accordance with your terms and conditions for the undersigned's account and risk and in the undersigned's name, or number on your books. In addition, the undersigned hereby specifically authorizes the aforesaid agent to make transactions which would result in uncovered short positions in options contacts or in the uncovering of any existing short position in options contacts. The undersigned hereby agrees to indemnify and hold you harmless from and to pay you promptly on demand any and all losses arising therefrom or debit balance due thereon. In all such purchases, sales or trades you are authorized to follow the instructions of BARBARA SPECTOR IRA in every respect concerning the undersigned's account with you; and he is authorized to act for the undersigned and in the undersigned's behalf in the same manner and with the same force and effect as the undersigned might or could do with respect to such purchases, sales or trades as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or trades. The undersigned hereby ratifies and confirms any and all trasnactions with you heretofore or hereafter made by the aforesaid agent or for the undersigned's account. This authorization and indemnity is also a continuing one and shall remain in full force and effect until revoked by the undersigned by a written notice addressed to you and delivered to your office at 1010 FRANKLIN AVENUE, SUITE 303 GARDEN CITY, NY 11530, but such revocation shall not affect any liability in any way resulting from transactions initiated prior to such revocation. This authorization and indemnity shall enure to the benefit of your present firm and of any successor firm or firms irrespective of any change or changes at any time in the personnel thereof for any cause whatsoever, and of the assigns of your present firm or any successor firm. Dated 3/25/99 ------------------- Boynton Beach Florida ------------------- ------------- (City) (State) Very truly yours, /s/ Barbara Spector ------------------------------- Signature of authorized agent: /s/ Jack Seibald -------------------------------- EX-24 10 ex24-9.txt EX 24(9) POA RE: DUBROWSKY DTD 3/25/99 TRADING AUTHORIZATION LIMITED TO PURCHASES AND SALES OF SECURITIES AND COMMODITIES The undersigned hereby authorizes JACK D. SEIBALD (whose signature appears below) as his agent and attorney in fact to buy, sell (including short sales) and trade in stocks, bonds, options contracts, and any other securities and/or commodities and/or contracts relating to the same on margin or otherwise in accordance with your terms and conditions for the undersigned's account and risk and in the undersigned's name, or number on your books. In addition, the undersigned hereby specifically authorizes the aforesaid agent to make transactions which would result in uncovered short positions in options contacts or in the uncovering of any existing short position in options contacts. The undersigned hereby agrees to indemnify and hold you harmless from and to pay you promptly on demand any and all losses arising therefrom or debit balance due thereon. In all such purchases, sales or trades you are authorized to follow the instructions of KAREN DUBROWSKY, IRA in every respect concerning the undersigned's account with you; and he is authorized to act for the undersigned and in the undersigned's behalf in the same manner and with the same force and effect as the undersigned might or could do with respect to such purchases, sales or trades as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or trades. The undersigned hereby ratifies and confirms any and all trasnactions with you heretofore or hereafter made by the aforesaid agent or for the undersigned's account. This authorization and indemnity is also a continuing one and shall remain in full force and effect until revoked by the undersigned by a written notice addressed to you and delivered to your office at 1010 FRANKLIN AVENUE, SUITE 303 GARDEN CITY, NY 11530, but such revocation shall not affect any liability in any way resulting from transactions initiated prior to such revocation. This authorization and indemnity shall enure to the benefit of your present firm and of any successor firm or firms irrespective of any change or changes at any time in the personnel thereof for any cause whatsoever, and of the assigns of your present firm or any successor firm. Dated 3/25/99 ------------------- East Rockaway New York ------------------- ------------- (City) (State) Very truly yours, /s/ Karen Dubrowsky ------------------------------- Signature of authorized agent: /s/ Jack Seibald -------------------------------- EX-99 11 ex99-1.txt EX 99(1) JOINT FILING AGREEMENT DTD 1/28/05 JOINT FILING AGREEMENT JOINT FILING AGREEMENT made as of this 28th day of January, 2005 by and among JACK D. SEIBALD ("J. Seibald"), STEPHANIE SEIBALD ("S. Seibald"), SDS PARTNERS I, LTD., a Florida limited partnership ("SDS"), BOXWOOD FLTD PARTNERS, a Delaware limited partnership ("Boxwood"), STEWART SPECTOR ("S. Spector"), BARBARA SPECTOR ("B. Spector") and KAREN DUBROWSKY IRA ("Dubrowsky"). WHEREAS, J. Seibald, S. Seibald, SDS, Boxwood, S. Spector, B. Spector and Dubrowsky collectively beneficially own more than five (5%) percent of the issued and outstanding common stock, $.01 par value of DCAP Group, Inc., a Delaware corporation ("DCAP"); and WHEREAS, pursuant to Section 13(g) of the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder, the parties hereto are required to file a Schedule 13D with the Securities and Exchange Commission ("SEC"). NOW, THEREFORE, the parties agree as follows: 1. Seibald, S. Seibald, SDS, Boxwood, S. Spector, B. Spector and Dubrowsky hereby agree to jointly file a Schedule 13D with the SEC regarding the beneficial ownership of DCAP Common Stock and to file any and all amendments and supplements thereto. 2. This Agreement contains the entire agreement among the parties concerning the subject matter hereof and may not be amended, modified or changed except pursuant to a written instrument signed by all parties. Remainder of page intentionally left blank. Signature page follows. IN WITNESS WHEREOF, the parties have signed this Agreement the day and year first above written. /s/ Jack D. Seibald ------------------------- Jack D. Seibald /s/ Stephanie Seibald ------------------------- Stephanie Seibald SDS PARTNERS I, LTD. By: /s/ Stewart Spector ---------------------------- Stewart Spector, General Partner By: /s/ Barbara Spector ---------------------------- Barbara Spector, General Partner BOXWOOD FLTD PARTNERS By: /s/ Jack D. Seibald ---------------------------- Jack D. Seibald, General Partner By: /s/ Stephanie Seibald ---------------------------- Stephanie Seibald, General Partner /s/ Stewart Spector ------------------------- Stewart Spector /s/ Barbara Spector ------------------------- Barbara Spector KAREN DUBROWSKY IRA By: /s/ Karen Dubrowsky ----------------------------- Karen Dubrowsky