X0303 4 2009-11-19 0 0001138462 ACIES CORP ACIE.OB 0001296618 Firer Oleg 3363 N.E. 163RD STREET SUITE 705 NORTH MIAMI BEACH FL 33160 1 1 1 0 President, CEO and acting CFO Common Stock 2009-07-18 4 J 0 17895723 0.001 D 9634286 D Common Stock 2009-11-19 4 J 0 22328200 0.01 A 31278100 D Common Stock 0.01 2009-11-12 4 A 0 333334 0.01 A 2009-11-12 2014-11-12 Common Stock 333334 2000000 D Common Stock 0.01 2009-11-12 4 A 0 333333 0.01 A 2010-11-12 2014-11-12 Common Stock 333334 2000000 D Common Stock 0.01 2009-11-12 4 A 0 333333 0.01 A 2011-11-12 2014-11-12 Common Stock 333334 2000000 D On or about June 18, 2008, six (6) different stockholders of Acies Corporation (the "Company"), holding an aggregate of 17,895,723 shares of the Company's common stock, entered into Proxy Agreements with Oleg Firer whereby they appointed Mr. Firer as proxy with full power of substitution to such stockholder's shares of common stock at any annual or special meeting held with thirteen (13) months of each particular stockholders' entry into the Proxy Agreements, which Proxy Agreements expired on July 18, 2009. On about November 19, 2009, Oleg Firer, the Company's CEO and Director and the Company entered into a 2nd Amended and Restated Promissory Note, to amend and restate Mr. Firer's outstanding promissory note in the principal amount of $223,282, which amount included principal of $185,000 and accrued and unpaid interest of $38,282 (the "Amended Firer Note"). Pursuant to the Amended Firer Note, the Company agreed to reduce the conversion price of the note from $0.02 per share to $0.01 per share in consideration for Mr. Firer agreeing to immediately convert such Amended Firer Note and accrued and unpaid interest in the aggregate amount of $223,282 into 22,328,200 shares of the Company's restricted common stock. Immediately following the Company's entry into the Amended Firer Note, Mr. Firer converted the entire principal and accrued interest outstanding under the note into 22,328,200 shares of the Company's restricted common stock, which shares were physically issued in January 2010. Mr. Firer also indirectly beneficially owns 684,376 shares of common stock, as a result of his ownership of one-third of the issued and outstanding shares of GM Merchant Solution, Inc., a New York corporation ("GM-NY"), and one third of the membership interests of GMS Worldwide Solution, LLC, a New York limited liability company ("GMS-NY"). /s/ Oleg Firer 2010-01-22