AASL / Americas Suppliers Inc - SEC Filings, Annual Report, Proxy Statement

Americas Suppliers Inc
US ˙ OTC
THIS SYMBOL IS NO LONGER ACTIVE

Basic Stats
CIK 1002390
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Americas Suppliers Inc
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
August 18, 2014 15-12G

AASL / America's Suppliers, Inc. 15-12G - - FORM 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 0-27012 America’s Suppliers, Inc. (Exact name of registrant as specified in

August 15, 2014 10-K/A

AASL / America's Suppliers, Inc. 10-K/A - Annual Report - 10-K/A

10-K/A 1 v38638110ka.htm 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

August 11, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 AMERICA’S SUPPLIERS, I

June 6, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2014 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation or Organization) 000-27012 (Commis

May 14, 2014 10-Q

Quarterly Report - 10-Q

10-Q 1 v37732910q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-

April 30, 2014 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2014 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation or Organization) 000-27012 (Commi

April 24, 2014 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2014 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation or Organization) 000-27012 (Commi

March 24, 2014 10-K

Annual Report - 10-K

10-K 1 v37098210k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 A

March 24, 2014 EX-21

SUBSIDIARIES OF AMERICA’S SUPPLIERS, INC.

EXHIBIT 21 SUBSIDIARIES OF AMERICA’S SUPPLIERS, INC. DollarDays International, Inc., a Delaware corporation WowMyUniverse Inc., a Delaware corporation

December 3, 2013 SC 13D

AASL / America's Suppliers, Inc. / BAKER CHRISTOPHER P - FORM SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* America’s Suppliers, Inc. (Name of Issuer) Common Stock, $0.001 Par Value (Title of Class of Securities) 03063J106 (CUSIP Number) Christopher P. Baker c/o C.P. Baker & Company, Ltd. 280 Summer Street, 9th Floor Boston, Massachusetts 02210 (617) 439-0770 W

December 3, 2013 EX-99.1

LIST OF DIRECTORS, OFFICERS AND MANAGERS

EXHIBIT 99.1 LIST OF DIRECTORS, OFFICERS AND MANAGERS Anasazi Partners III Offshore, Ltd. Manager: C.P. Baker, LLC Directors: Christopher P. Baker, Robin J. Bedford, Derek H.L. Buntain Anasazi Partners III, LLC Manager: C.P. Baker, LLC Anasazi Partners II, LLC Manager: C.P. Baker, LLC C.P. Baker & Company, Ltd. President and Chief Executive Officer: Christopher P. Baker

December 3, 2013 EX-99.2

JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(k)(1)

EX-99.2 3 v361970ex99-2.htm EXHIBIT 99.2 EXHIBIT 99.2 JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(k)(1) In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of America’s Suppliers, Inc. and

November 13, 2013 8-K

Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2013 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-27012 27-1445090 (State or Other Jurisdiction of Incorporation or (Commi

November 12, 2013 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 AMERICA’S SUPPLIE

November 6, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2013 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation or Organization) 000-27012 (Co

August 14, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 AMERICA?S SUPPLIERS, I

July 31, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2013 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-27012 27-1445090 (Commission

July 12, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 8, 2013 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-27012 27-1445090 (Commission

May 6, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2013 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA?S SUPPLIERS, INC. (Exact name of reg

May 6, 2013 8-K

Submission of Matters to a Vote of Security Holders - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 2, 2013 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organizatio

March 27, 2013 DEF 14A

- SCHEDULE 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 AMERICA’S SUPPLIERS, INC.

March 7, 2013 EX-21

SUBSIDIARIES OF AMERICA’S SUPPLIERS, INC.

EXHIBIT 21 SUBSIDIARIES OF AMERICA’S SUPPLIERS, INC. Subsidiary Name State of Incorporation DollarDays International, LLC Delaware DollarDays International, Inc. Delaware WowMyUniverse Inc. Delaware

March 7, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 AMERICA’S SUPPLIERS, INC. (E

November 7, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2012 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of

August 9, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2012 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of regi

May 24, 2012 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 AMERICA?

May 24, 2012 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 v3143888k.htm CURRENT REPORT FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2012 AMERICA’S SUPPLIERS, INC. (Exact Name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other

May 8, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2012 Or ¨ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2012 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of reg

April 6, 2012 DEFR14A

- DEFR14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 4, 2012 DEF 14A

- SCHEDULE 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 AMERICA’S SUPPLIERS, INC.

March 14, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 AMERICA’S SUPPLIERS, INC. (E

March 14, 2012 EX-21

SUBSIDIARIES OF AMERICA’S SUPPLIERS, INC.

EXHIBIT 21 SUBSIDIARIES OF AMERICA?S SUPPLIERS, INC. DollarDays International, LLC WowMyUniverse Inc.

November 14, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2011 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA?S SUPPLIERS, INC. (Exact name of

August 11, 2011 S-8

As filed with the Securities and Exchange Commission on August 11, 2011

As filed with the Securities and Exchange Commission on August 11, 2011 Registration No.

August 11, 2011 EX-4.1

AMERICA?S SUPPLIERS, INC.

EXHIBIT 4.1 AMERICA?S SUPPLIERS, INC. 2009 LONG-TERM INCENTIVE COMPENSATION PLAN ARTICLE I PURPOSE Section 1.1 Purpose. This 2009 Long-Term Incentive Compensation Plan (the ?Plan?) is established by Insignia Solutions plc, a company organized under the laws of England and Wales (the ?Company?), to create incentives which are designed to motivate Participants to put forth maximum effort toward the

August 11, 2011 EX-4.2

AMERICA’S SUPPLIERS, INC.

EXHIBIT 4.2 AMERICA?S SUPPLIERS, INC. STOCK OPTION AWARD AGREEMENT Date of Grant/Award: [] Name of Optionee: [] Expiration Date: [] 1. Grant of Option. (a) Pursuant to the 2009 Long Term Incentive Compensation Plan (the ?Plan?) of America?s Suppliers, Inc., a Delaware corporation (the ?Company?), a non-qualified stock option (the ?Option?), dated as of the date of grant set forth above (the ?Grant

August 10, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2011 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of regi

June 14, 2011 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 10, 2011 AMERICA?S SUPPLIERS, INC. (Exact Name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organizat

May 13, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2011 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of reg

April 26, 2011 DEF 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ? Definitive Additional Materials ? Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 AMERICA?S SUPPLIERS, INC.

March 4, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2011 AMERICA?S SUPPLIERS, INC. (Exact Name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organizat

March 3, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 AMERICA’S SUPPLIERS, INC. (E

February 9, 2011 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2011 AMERICA’S SUPPLI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2011 AMERICA’S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organi

November 30, 2010 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2010 AMERICA’S SUPPL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2010 AMERICA’S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organ

November 30, 2010 EX-10.1

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of November 30, 2010 (the “Effective Date”) by and between AMERICA’S SUPPLIERS, INC.

November 17, 2010 EX-10.1

EMPLOYMENT AGREEMENT

EX-10.1 2 v203181ex10-1.htm EX-10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of November 11, 2010 (the “Effective Date”) by and between AMERICA’S SUPPLIERS, INC., a Delaware corporation (the “Company”), and MARC JOSEPH (the “Executive”). WHEREAS, as of the Effective Date, the Company desires to employ the Executive and to enter into an agreement embodying the te

November 17, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2010 (November 11, 2010) AMERICA?S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of in

November 9, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2010 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of

August 4, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2010 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of smal

August 2, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2010 AMERICA?S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organiza

July 22, 2010 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2010 AMERICA?S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organizat

July 22, 2010 EX-99.1

AMERICA’S SUPPLIERS, INC. ANNOUNCES THE UNTIMELY DEATH OF ITS CHAIRMAN, CEO AND PRESIDENT

EXHIBIT 99.1 AMERICA?S SUPPLIERS, INC. ANNOUNCES THE UNTIMELY DEATH OF ITS CHAIRMAN, CEO AND PRESIDENT July 22, 2010 ? Scottsdale, AZ - - America?s Suppliers, Inc. is saddened to announce that Peter Engel, the company?s Chairman, CEO and President has passed away unexpectedly. Day to day operations of DollarDays International, the company?s wholly-owned subsidiary and sole operating business, will

June 17, 2010 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2010 AMERICA?S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of incorporation or organizat

May 14, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2010 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-27012 AMERICA’S SUPPLIERS, INC. (Exact name of sma

April 28, 2010 DEF 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: o Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ? Definitive Additional Materials ? Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 AMERICA?S SUPPLIERS, INC.

April 20, 2010 PRE 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: x Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 AMERICA?S SUPPLIERS, INC.

March 23, 2010 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 AMERICA’S SUPPLIERS, INC. (E

January 15, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2010 (January 11, 2010) AMERICA?S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of inco

December 18, 2009 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Completion of Acquisition or Disposition of Assets, Other Events, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2009 (December 14, 2009) AMERICA?S SUPPLIERS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-27012 27-1445090 (State or other jurisdiction of in

December 17, 2009 8-A12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AMERICA’S SUPPLIERS, INC. (Exact name of regi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AMERICA’S SUPPLIERS, INC. (Exact name of registrant as specified in its charter) Delaware 27-1445090 (State of incorporation or organization) (I.R.S. employer identification no.) 7575 E. Redfield

December 15, 2009 15-12G

OMB APPROVAL UNITED STATES OMB Number: 3235-0167 SECURITIES AND EXCHANGE COMMISSION Expires: November 30, 2010 Washington, D.C. 20549 Estimated average burden hours per response....1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION

OMB APPROVAL UNITED STATES OMB Number: 3235-0167 SECURITIES AND EXCHANGE COMMISSION Expires: November 30, 2010 Washington, D.

December 10, 2009 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 INSIGNIA SOLUTIONS PLC IMPORTANT NOTICE CAUTIONARY NOTE REGARDING FORWAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive

December 10, 2009 EX-3.2

BY-LAWS AMERICA’S SUPPLIERS, INC. A DELAWARE CORPORATION ARTICLE I

EXHIBIT 3.2 BY-LAWS OF AMERICA’S SUPPLIERS, INC. A DELAWARE CORPORATION ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The address of the Corporation’s registered office in the State of Delaware is Vcorp Services, LLC, 1811 Silverside Road, Wilmington, DE 19810, New Castle County. The name of the Corporation’s registered agent at such address is Vcorp Services, LLC. SECTION 2. OTHER OFFICES. The

December 10, 2009 EX-3.1

CERTIFICATE OF INCORPORATION AMERICA’S SUPPLIERS, INC. * * * * * *

EXHIBIT 3.1 CERTIFICATE OF INCORPORATION OF AMERICA’S SUPPLIERS, INC. * * * * * * FIRST. The name of the corporation is America’s Suppliers, Inc. (the “Corporation”). SECOND. The name and address of the registered office of the Corporation in the State of Delaware is Vcorp Services, LLC, 1811 Silverside Road, Wilmington, DE 19810, New Castle County. THIRD. The nature of the business or purposes to

November 30, 2009 RW

INSIGNIA SOLUTIONS PLC 7575 E. Redfield Road Suite 201 Scottsdale, Arizona 85260 November 30, 2009

INSIGNIA SOLUTIONS PLC 7575 E. Redfield Road Suite 201 Scottsdale, Arizona 85260 November 30, 2009 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Insignia Solutions PLC Application For Withdrawal on Form RW pursuant to Rule 477 of the Securities Act of 1933, as amended, Registration Statement on Form S-1 (File No. 333-13185

November 6, 2009 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 INSIGNIA SOLUTIONS PLC IMPORTANT NOTICE CAUTIONARY NOTE REGARDING FORWAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) o Definitive

October 28, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2009 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 Insign

September 24, 2009 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2009 INSIGNIA SOLUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2009 INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

September 24, 2009 EX-99.1

EX-99.1

August 7, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2009 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 Insignia So

June 11, 2009 EX-99.1

EX-99.1

June 11, 2009 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2009 INSIGNIA SOLUTIONS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2009 INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or o

May 14, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2009 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 Insignia S

April 30, 2009 DEF 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 INSIGNIA SOLUTIONS PLC INSIGNIA SOLUTIONS PLC 7575 E. Redfield Road, Suite 201 Scottsdale, AZ 85260 INSIGNIA SOLUTIONS PLC TABLE OF CONTENTS INSIGNIA SOLUTI

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 INSIGNIA SOLUTIONS PLC (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required.

April 17, 2009 PRE 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 INSIGNIA SOLUTIONS PLC (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required.

April 17, 2009 EX-99.A

INSIGNIA SOLUTIONS plc 2009 LONG-TERM INCENTIVE COMPENSATION PLAN ARTICLE I

INSIGNIA SOLUTIONS plc 2009 LONG-TERM INCENTIVE COMPENSATION PLAN ARTICLE I PURPOSE Section 1.

March 31, 2009 EX-23.01

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to use in this Form 10-K of our report dated March 30, 2009 relating to the consolidated financial statements for the years ended December 31, 2008 and 2007 of Insignia Solutions plc, dba DollarDays International, Inc. /s/ Malone & Bailey, PC Houston, TX March 30, 2009

March 31, 2009 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insignia Solutions plc (Exac

March 19, 2009 EX-2.1

EX-2.1

March 19, 2009 EX-3.2

EX-3.2

March 19, 2009 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Change in Shell Company Status

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2009 (June 23, 2008) INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of i

March 19, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 v14267710q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2008 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

March 19, 2009 EX-10.1

EX-10.1

March 19, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2008 Or ¨ TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2008 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 Insign

January 28, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2008 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27012 Insignia S

December 23, 2008 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal years ended December 31, 2006 and December 31, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insig

December 23, 2008 EX-23.02

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (SEC File Nos. 333-76643, 333-34632, 333-51760, 333-101072, and 333-63244) of our report dated June 1, 2007, relating to the consolidated financial statements and financial statement schedule of Insignia Solutions plc as of and for th

December 23, 2008 EX-23.01

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to use in this Form 10-K of our report dated December 12, 2008 relating to the financial statements as of December 31, 2007 of Insignia Solutions, PLC. /s/ Malone & Bailey, PC Houston, TX December 19, 2008

October 10, 2008 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2008 (September 12, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2008 (September 12, 2008) INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdicti

October 10, 2008 EX-16.1

October 10, 2008

Exhibit 16.1 October 10, 2008 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01 of Form 8-K, dated October 10, 2008, of Insignia Solutions plc and agree with the statements referencing our Firm in such Form 8-K. Very truly yours, /s/ Burr, Pilger & Mayer LLP Burr, Pilger & Mayer LLP

September 10, 2008 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2008 (June 23, 2008) INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction

June 27, 2008 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2008 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or

June 27, 2008 EX-99.1

Premier Online Wholesaler and Closeout Company DollarDays International has Merged with Insignia Solutions

EXHIBIT 99.1 Premier Online Wholesaler and Closeout Company DollarDays International has Merged with Insignia Solutions Scottsdale, AZ - June 26, 2008 - Insignia Solutions PLC (INSGY.PK) (?Insignia?) today announced it has merged with DollarDays International, Inc. (?DollarDays?), a leading online wholesaler and closeout company that assists small businesses in competing against larger enterprises

June 27, 2008 EX-10.106

AGREEMENT AND PLAN OF MERGER BY AND AMONG INSIGNIA SOLUTIONS PLC JEODE INC. DOLLARDAYS INTERNATIONAL, INC. THE REPRESENTATIVE OF THE HOLDERS OF ALL OF THE CAPITAL STOCK OF DOLLARDAYS INTERNATIONAL, INC. DATED AS OF JUNE 23, 2008 TABLE OF CONTENTS

EXHIBIT 10.106 AGREEMENT AND PLAN OF MERGER BY AND AMONG INSIGNIA SOLUTIONS PLC JEODE INC. DOLLARDAYS INTERNATIONAL, INC. AND THE REPRESENTATIVE OF THE HOLDERS OF ALL OF THE CAPITAL STOCK OF DOLLARDAYS INTERNATIONAL, INC. DATED AS OF JUNE 23, 2008 TABLE OF CONTENTS Page SECTION 1. The Merger. 1 1.1. The Merger 1 1.2. Effective Time; Closing 2 1.3. Effect of the Merger 2 1.4. Certificate of Incorpo

April 2, 2008 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2008 Insignia Solutions

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2008 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or

February 25, 2008 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2008 Insignia Soluti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2008 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

August 21, 2007 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2007 Insignia Solutions

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or o

June 29, 2007 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or o

June 12, 2007 EX-10.2

SERIES B PREFERRED STOCK REPURCHASE AGREEMENT

EXHIBIT 10.02 SERIES B PREFERRED STOCK REPURCHASE AGREEMENT This Settlement Agreement (this “Agreement”) is made and entered into as of June 4, 2007 (the “Effective Date”) by and between Insignia Solutions plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Insignia Solutions Inc., a company incorporated under the laws of Delaware (the “Issuer”) and thos

June 12, 2007 EX-99.2

INSIGNIA SOLUTIONS UPDATES INVESTORS

EXHIBIT 99.02 INSIGNIA SOLUTIONS UPDATES INVESTORS Campbell, California, June 12, 2007 - Insignia Solutions plc (Pink Sheets: INSGY.PK), today announced the following: · The repurchase of the Series A and Series B Preferred stock of its wholly owned subsidiary, Jeode, Inc (formerly Insignia Solutions Inc.). The Series A shares were repurchased at par value of $410,000 with the shareholders waiving

June 12, 2007 EX-99.1

EX-99.1

June 12, 2007 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or or

June 12, 2007 EX-10.1

SERIES A PREFERRED STOCK REPURCHASE AGREEMENT

EXHIBIT 10.01 SERIES A PREFERRED STOCK REPURCHASE AGREEMENT This Settlement Agreement (this “Agreement”) is made and entered into as of May 31, 2007 (the “Effective Date”) by and between Insignia Solutions plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Insignia Solutions Inc., a company incorporated under the laws of Delaware (the “Issuer”) and thos

May 15, 2007 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2006 Insignia Solutio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation o

May 15, 2007 EX-10.1

FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT

EX-10.1 2 v074979ex10-1.htm Exhibit 10.1 FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT AMENDMENT DATED AS OF APRIL 10, 2006 TO REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of December 29, 2005 by and among INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), and the Buyers identified on the s

May 9, 2007 EX-10.2

Exhibit 10.2

Exhibit 10.2 April 2, 2007 Mark McMillan Insignia Solutions, Inc. 51 East Campbell Avenue Campbell, CA 95008 RE: Amended Restated Bonus and Change of Control Letter Agreement Dear Mark: As you know, Insignia Solutions plc (the ?Company?) entered into that certain Asset Purchase Agreement by and among Smith Micro Software, Inc., IS Acquisition Sub, Inc., the Company and certain subsidiaries of the

May 9, 2007 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2007 Insignia Solution

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or

April 9, 2007 EX-10.1

AMENDMENT TO asset purchase AGREEMENT

EXHIBIT 10.1 AMENDMENT TO asset purchase AGREEMENT This Amendment to Asset Purchase Agreement (this “Amendment”) dated as of April 4, 2007, by and among Smith Micro Software, Inc., a Delaware corporation (“Purchaser”), IS Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Purchaser (“Acquisition Sub” and together with Purchaser the “Purchasing Parties”), Insignia Soluti

April 9, 2007 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or o

March 26, 2007 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2007 Insignia Solutio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation o

February 15, 2007 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2007 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

February 15, 2007 EX-2.2

ASSET PURCHASE AGREEMENT BY AND AMONG SMITH MICRO SOFTWARE, INC.; IS ACQUISITION SUB, INC.; INSIGNIA SOLUTIONS PLC; AND VARIOUS SUBSIDIARIES OF INSIGNIA SOLUTIONS PLC

ASSET PURCHASE AGREEMENT BY AND AMONG SMITH MICRO SOFTWARE, INC.; IS ACQUISITION SUB, INC.; INSIGNIA SOLUTIONS PLC; AND VARIOUS SUBSIDIARIES OF INSIGNIA SOLUTIONS PLC Dated as of February 11, 2007 TABLE OF CONTENTS Page ARTICLE 1 THE TRANSACTION AGREEMENT 1 1.1 Purchased Assets 1 1.2 Excluded Assets 3 1.3 Assumed Liabilities 4 1.4 Excluded Liabilities 4 1.5 Non-Assignable Assets 6 ARTICLE 2 CONSID

February 15, 2007 EX-99.1

SMITH MICRO TO ACQUIRE ASSETS OF INSIGNIA SOLUTIONS, PLC, DEVELOPER OF MOBILE DEVICE MANAGEMENT SOFTWARE Smith Micro Significantly Expands Its International Presence In Europe And Asia To Support The Demand For Its Growing Line Of Mobile Solutions

FOR IMMEDIATE RELEASE - SMITH MICRO TO ACQUIRE ASSETS OF INSIGNIA SOLUTIONS, PLC, DEVELOPER OF MOBILE DEVICE MANAGEMENT SOFTWARE Smith Micro Significantly Expands Its International Presence In Europe And Asia To Support The Demand For Its Growing Line Of Mobile Solutions ALISO VIEJO, CA and 3GSM CONFERENCE, BARCELONA, SPAIN - February 11, 2007 - Smith Micro Software, Inc.

February 5, 2007 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2007 INSIGNIA SOLUTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2007 INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation o

December 29, 2006 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

December 15, 2006 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2006 Insignia Soluti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

December 8, 2006 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2006 INSIGNIA SOLUTIONS PLC (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation o

October 12, 2006 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation o

September 6, 2006 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 000-27012 (Check one): o Form 10-K o Form 20-F o Form 11-K ý Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2006 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Fo

July 28, 2006 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other (Commission File (I.R.S. Employer

July 13, 2006 8-K

Entry into a Material Definitive Agreement

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of

July 13, 2006 EX-10.1

EXHIBIT 10.1

Exhibit 10.01 July 10, 2006 George M. Monk 19985 Price Avenue Cupertino, CA 95014 Dear Mr. Monk: I am pleased to offer you the position of Chief Financial Officer at Insignia Solutions, Inc. (the ?Company?) with a reporting date of July 10, 2006. You will be reporting to Mark McMillan, President and CEO. Your compensation will be based on a yearly rate of $240,000 per year paid semi-monthly. You w

July 7, 2006 EX-99.01

EXHIBIT 99.01

exv99w01 EXHIBIT 99.01 INSIGNIA SOLUTIONS PROVIDES THIRD QUARTER 2005 FINANCIAL UPDATE FREMONT, Calif., November 10, 2005 – Insignia Solutions (Nasdaq: INSG) today provided a financial update on its third quarter ended September 30, 2005. The Company expects to report complete financial results for the third quarter on November 21, 2005. In addition, the Company announced its intent to request a f

July 7, 2006 EX-4.09

EXHIBIT 4.09

EXHIBIT 4.09 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE SOLD, ASSIGNED, OR TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT AND APPLICABLE STATE SECURITIES LAWS. INSIGNIA SOLUTIONS PLC WARR

July 7, 2006 EX-21.01

EXHIBIT 21.01

EXHIBIT 21.01 Subsidiaries of the Registrant Name of Subsidiary Jurisdiction of Incorporation or Organization Insignia Solutions International Limited England & Wales Jeode Limited England & Wales Insignia Solutions Inc Delaware Insignia Solutions Foreign Sales Inc Barbados Emulation Technologies Inc Delaware Insignia Solutions France SARL France Kenora Ltd. Hong Kong Korrogo Technologies Ltd Engl

July 7, 2006 EX-31.01

EXHIBIT 31.01

exv31w01 EXHIBIT 31.01 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Mark E. McMillan, certify that: 1. I have reviewed this annual report on Form 10-K of Insignia Solutions plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact n

July 7, 2006 EX-4.08

EXHIBIT 4.08

EXHIBIT 4.08 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE SOLD, ASSIGNED, OR TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT AND APPLICABLE STATE SECURITIES LAWS. INSIGNIA SOLUTIONS PLC WARR

July 7, 2006 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2005 OR o TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2005 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insignia S

July 7, 2006 EX-32.01

EXHIBIT 32.01

EXHIBIT 32.01 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Insignia Solutions plc (the ?Company?) on Form 10-K for the year ended December 31, 2005, as filed with the Securities and Exchange Commission (the ?Report?), I, Ma

July 7, 2006 EX-14.01

EXHIBIT 14.01

EXHIBIT 14.01 INSIGNIA SOLUTIONS PLC CODE OF ETHICS This Code of Ethics (the ?Code?) has been adopted by the Board of Directors of Insignia Solutions plc (the ?Company?). Pursuant to the Sarbanes-Oxley Act of 2002, and the rules of the Securities and Exchange Commission (?SEC?) and the Nasdaq Stock Market, this Code contains standards for the ethical handling of actual or apparent conflicts of int

July 7, 2006 EX-23.01

EXHIBIT 23.01

exv23w01 EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (SEC File Nos. 333-76643, 333-34632, 333-51760, 333-101072, and 333-63244) of our report dated April 26, 2006, relating to the consolidated financial statements and financial statement schedule of Insignia Solutions plc, whic

July 7, 2006 EX-4.10

EXHIBIT 4.10

EXHIBIT 4.10 THE SECURITIES EVIDENCED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING SUCH SECURITIES, THE SALE IS MADE IN ACCORDANCE WITH RULE 144 OR RULE 701 UNDER THE ACT, OR THE COMPANY RECEIVES AN OPINION OF COUNSEL F

June 1, 2006 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or or

May 16, 2006 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2006 o Tran

OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response .

April 24, 2006 8-K

Current Report

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of

April 24, 2006 EX-99.01

Insignia Solutions Receives Delisting Notice from NASDAQ

Exhibit 99.01 Insignia Solutions Receives Delisting Notice from NASDAQ CAMPBELL, Calif.?(BUSINESS WIRE)?April 21, 2006?Insignia Solutions (NASDAQ:INSG) announced that it has received a notice today from NASDAQ that shares of its common stock will be delisted from The NASDAQ Capital Market effective as of the opening of business on April 25, 2006 for failure to comply with NASDAQ Marketplace Rule 4

April 19, 2006 8-K

Current Report

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2006 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of

April 3, 2006 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2005 o T

OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden hours per response .

February 14, 2006 EX-23.03

EXHIBIT 23.03

exv23w03 EXHIBIT 23.03 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the use in this Registration Statement on Form S-1 of our report dated June 27, 2005 relating to the financial statements of Mi4e Device Management AB, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration Statement. /s/ Öhrlings Pricewaterh

February 14, 2006 EX-23.02

EXHIBIT 23.02

exv23w02 EXHIBIT 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1 of our report dated March 28, 2003 relating to the financial statements of Insignia Solutions plc, which appear in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration Statement. /s/ P

February 14, 2006 EX-10.104

EXHIBIT 10.104

exv10w104 Exhibit 10.104 September 14, 2005 Richard M. Noling [Address] Dear Rick: Insignia Solutions, Inc. (the “Company”) is pleased to offer you employment on the following terms: 1. Position. Your initial title will be Interim Chief Financial Officer, with effect from the above date and you will report to the Company’s CEO. This is initially a part-time position. By signing this letter agreeme

February 14, 2006 EX-10.105

EXHIBIT 10.105

EXHIBIT 10.105 SILICON VALLEY BANK LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this ?Agreement?) dated as of October 3, 2005, between SILICON VALLEY BANK, a California chartered bank, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (FAX ) (?Bank?) and INSIGNIA SOLUTIONS, INC., a Delaware corporation, with offices at 41300 Christy Street, F

February 14, 2006 EX-23.01

EXHIBIT 23.01

exv23w01 EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1 of our report dated August 16, 2005, except as to Note 15, which is as of September 30, 2005 relating to the consolidated financial statements of Insignia Solutions plc, which appears in such Registration Statement. We also consent to the reference

February 14, 2006 S-1

As filed with the Securities and Exchange Commission on February 14, 2006

sv1 Table of Contents As filed with the Securities and Exchange Commission on February 14, 2006 Registration No.

January 4, 2006 8-K

Entry into a Material Definitive Agreement

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporat

January 4, 2006 EX-10.02

EXHIBIT 10.02

Exhibit 10.02 WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE SOLD, ASSIGNED, OR TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT AND APPLICABLE STATE SECURITIES LAWS. INSIGNIA SOLUTIONS

January 4, 2006 EX-10.01

EXHIBIT 10.01

Exhibit 10.01 SECURITIES SUBSCRIPTION AGREEMENT SECURITIES SUBSCRIPTION AGREEMENT (the ?Agreement?), dated as of December 29, 2005 by and among INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the ?Company?), INSIGNIA SOLUTIONS INC. a company incorporated under the laws of Delaware (the ?Issuer?), and the Buyers identif

January 4, 2006 EX-10.03

EXHIBIT 10.03

Exhibit 10.03 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of December 29, 2005, by and between INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the ?Company?) and the Buyers identified on the signature pages hereto (each a ?Buyer? and collectively the ?Buyers?). Capitalized t

December 16, 2005 EX-99.01

Insignia Solutions Provides Update on Nasdaq Listing Status Company Returns to Compliance with SEC Filing Requirements; Ticker Symbol to Revert to “INSG” Hearing Held on Stockholders’ Equity Position; Company Awaiting Decision Private Placement of $2

Exhibit 99.01 Insignia Solutions Provides Update on Nasdaq Listing Status Company Returns to Compliance with SEC Filing Requirements; Ticker Symbol to Revert to ?INSG? Hearing Held on Stockholders? Equity Position; Company Awaiting Decision Private Placement of $2.0 Million Subscribed FREMONT, Calif.?December 16, 2005?Insignia Solutions (Nasdaq: INSG) today provided an update on matters related to

December 16, 2005 8-K

Financial Statements and Exhibits

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporat

December 12, 2005 8-K

Entry into a Material Definitive Agreement

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or organizatio

December 12, 2005 EX-10.01

Mr. John Davis November 21, 2005

exv10w01 Exhibit 10.01 [INSIGNIA LETTERHEAD] Mr. John Davis November 21, 2005 Dear John: It is always an exciting part of my job to see Insignia Solutions plc. (Insignia) grow as we add quality people to our team. Towards that end, I am pleased to extend this offer of employment to you. I wanted to write to tell you how delighted we are that you may be joining us and to briefly summarize some of t

December 9, 2005 EX-10.06

EXHIBIT 10.06

Exhibit 10.06 September 14, 2005 Richard M. Noling 51 Chase Dr. Santa Barbara, CA 93108 Dear Rick: Insignia Solutions, Inc. (the ?Company?) is pleased to offer you employment on the following terms: 1. Position. Your initial title will be Interim Chief Financial Officer, with effect from the above date and you will report to the Company?s CEO. This is initially a part-time position. By signing thi

December 9, 2005 EX-31.01

EXHIBIT 31.01

exv31w01 Exhibit 31.01 CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Mark E. McMillan, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Insignia Solutions plc; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the ci

December 9, 2005 EX-32.01

EXHIBIT 32.01

exv32w01 Exhibit 32.01 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Insignia Solutions plc (the “Company”) on Form 10-Q for the quarter ended September 30, 2005, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Mark E. McMillan, Chief Execut

December 9, 2005 EX-32.02

EXHIBIT 32.02

exv32w02 Exhibit 32.02 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Insignia Solutions plc (the “Company”) on Form 10-Q for the quarter ended September 30, 2005, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John Davis, Chief Financial Of

December 9, 2005 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2005 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012

December 9, 2005 EX-31.02

EXHIBIT 31.02

exv31w02 Exhibit 31.02 CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, John Davis, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Insignia Solutions plc; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumst

December 1, 2005 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2005 Insignia Solutions plc (Exact

e8vk Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incor

December 1, 2005 EX-99.01

INSIGNIA SOLUTIONS TO TRADE UNDER INSGE SYMBOL ON NASDAQ STOCK MARKET PENDING 10-Q FILING Company to Request Hearing with Nasdaq

exv99w01 Exhibit 99.01 INSIGNIA SOLUTIONS TO TRADE UNDER INSGE SYMBOL ON NASDAQ STOCK MARKET PENDING 10-Q FILING Company to Request Hearing with Nasdaq FREMONT, CA—November 23, 2005—Insignia Solutions (Nasdaq: INSG), a leading mobile device management solutions provider, today announced it will begin trading under the INSGE symbol effective November 25, 2005. An “E” will be added to the Company’s

November 15, 2005 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

nt10vq UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 000-27012 (Check one): o Form 10-K o Form 20-F o Form 11-K ý Form 10-Q o Form 10-D oForm N-SAR o Form N-CSR For Period Ended: September 30, 2005 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition R

November 3, 2005 424B3

INSIGNIA SOLUTIONS PLC 40,028,530 AMERICAN DEPOSITORY SHARES EACH REPRESENTING ONE ORDINARY SHARE OF 20 PENCE NOMINAL VALUE

e424b3 Table of Contents PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No.

October 21, 2005 CORRESP

INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538-3115 (510) 360-3700 October 21, 2005

corresp INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538-3115 (510) 360-3700 October 21, 2005 VIA EDGAR AND FACSIMILE (202) 772-9210 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

October 13, 2005 S-1/A

As filed with the Securities and Exchange Commission on October 13, 2005

sv1za Table of Contents As filed with the Securities and Exchange Commission on October 13, 2005 Registration No.

October 13, 2005 EX-23.01

EXHIBIT 23.01

exv23w01 EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1 of our report dated August 16, 2005, except as to Note 15, which is as of September 30, 2005 relating to the consolidated financial statements of Insignia Solutions plc, which appears in such Registration Statement. We also consent to the reference

October 13, 2005 EX-23.02

EXHIBIT 23.02

exv23w02 EXHIBIT 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1/A of our report dated March 28, 2003 relating to the consolidated financial statements of Insignia Solutions PLC, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration

October 13, 2005 CORRESP

October 13, 2005

corresp October 13, 2005 VIA FEDERAL EXPRESS AND EDGAR Securities and Exchange Commission 100 F Street, N.

October 13, 2005 EX-5.01

EXHIBIT 5.01

exv5w01 Exhibit 5.01 [MACFARLANES LETTERHEAD] Insignia Solutions plc Insignia House The Mercury Centre Wycombe Lane Wooburn Green HIGH WYCOMBE Bucks HP10 OHH Our Ref KDT/HBJ/513239 Direct Line 020 7849 2324 E-mail [email protected] 12 October 2005 Dear Sirs Insignia Solutions plc, Form S-1 Registration Statement under the Securities Act of 1933 1 This Opinion is given in connection wi

October 13, 2005 EX-23.03

EXHIBIT 23.03

exv23w03 EXHIBIT 23.03 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the use in this Registration Statement on Form S-1 of our report dated June 27, 2005 relating to the consolidated financial statements of Mi4e Device Management AB, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration Statement. /s/ Öhrling

September 15, 2005 EX-23.02

EXHIBIT 23.02

exv23w02 EXHIBIT 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1 of our report dated March 28, 2003 relating to the consolidated financial statements of Insignia Solutions PLC, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration St

September 15, 2005 EX-23.01

EXHIBIT 23.01

exv23w01 EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1 of our report dated August 16, 2005 relating to the consolidated financial statements of Insignia Solutions plc, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration S

September 15, 2005 EX-23.03

EXHIBIT 23.03

EXHIBIT 23.03 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the use in this Registration Statement on Form S-1 of our report dated June 27, 2005 relating to the consolidated financial statements of Mi4e Device Management AB, which appears in such Registration Statement. We also consent to the reference to us under the heading ?Experts? in such Registration Statement. /s/ ?hrlings Pricewa

September 15, 2005 S-1

As filed with the Securities and Exchange Commission on September 15, 2005

sv1 Table of Contents As filed with the Securities and Exchange Commission on September 15, 2005 Registration No.

September 14, 2005 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation or organizatio

September 7, 2005 EX-10.01

EXHIBIT 10.01

Exhibit 10.01 INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538 Telephone: 510-360-3700 Facsimile: 510-360-3701 August 31, 2005 Fusion Capital Fund II, LLC 222 Merchandise Mart Plaza Suite 9-112 Chicago, Illinois 60654 Re: Securities Subscription Agreement Dated as of February 10, 2005 Gentlemen: This letter is being delivered to confirm our understanding with respect to certain issues

September 7, 2005 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporatio

September 6, 2005 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by the Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission þ Definitive Proxy Statement Only (as permitted by Rule 14a-6(e)(2)) o Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 INSIGNIA SOLUTIONS plc (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): þ No fee required.

September 6, 2005 RW

September 6, 2005

rw September 6, 2005 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

August 31, 2005 EX-31.01

EXHIBIT 31.01

exv31w01 Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Mark McMillan, certify that: 1. I have reviewed this Amendment to Annual Report on Form 10-K of Insignia Solutions plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state

August 31, 2005 10-K/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number 0-27012 Insignia Solutions pl

August 31, 2005 EX-32.02

EXHIBIT 32.02

exv32w02 EXHIBIT 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Insignia Solutions plc (the “Company”) on Form 10-K for the year ended December 31, 2004, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Roger D. F

August 31, 2005 EX-32.01

EXHIBIT 32.01

exv32w01 EXHIBIT 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment to Annual Report of Insignia Solutions plc (the “Company”) on Form 10-K for the year ended December 31, 2004, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

August 31, 2005 EX-31.02

EXHIBIT 31.02

exv31w02 Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Roger D. Friedberger, certify that: 1. I have reviewed this Amendment to Annual Report on Form 10-K of Insignia Solutions plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make th

August 24, 2005 PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by the Party other than the Registrant o Check the appropriate box: þ Preliminary Proxy Statement o Confidential, for Use of the Commission o Definitive Proxy Statement Only (as permitted by Rule 14a-6(e)(2)) o Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 INSIGNIA SOLUTIONS plc (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): þ No fee required.

August 19, 2005 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2005 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number 0-27012 Insignia Solutions p

August 16, 2005 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 000-27012 (Check one): o Form 10-K o Form 20-F o Form 11-K ý Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2005 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Fo

August 15, 2005 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2005 Insignia Solution

e8vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 15, 2005 EX-99.2

INSIGNIA Insignia Solutions Second Quarter 2005 August 10, 2005 4:00 pm CT Conference Coordinator: Please stand by, your conference is about to begin. Good afternoon ladies and gentlemen and welcome to the Insignia Solutions’ second quarter 2005 tele

EXHIBIT 99.2 INSIGNIA Insignia Solutions Second Quarter 2005 Moderator: Mark McMillan 08-10-05/4:00 pm CT Page 1 INSIGNIA Insignia Solutions Second Quarter 2005 August 10, 2005 4:00 pm CT Conference Coordinator: Please stand by, your conference is about to begin. Good afternoon ladies and gentlemen and welcome to the Insignia Solutions’ second quarter 2005 teleconference and Webcast. At this time,

August 15, 2005 EX-99.1

Insignia Solutions Reports Second Quarter 2005 Financial Results

exv99w1 EXHIBIT 99.1 Insignia Solutions Reports Second Quarter 2005 Financial Results • Second Quarter 2005 Revenues Increase Over Prior Year’s Quarter to $734,000 • Shareholders’ Equity at $3.0 Million • Customer Base Expands With Six New Mobile Operators FREMONT, Calif.—August 10, 2005—Insignia Solutions (Nasdaq: INSG) today reported unaudited financial results for the second quarter and six mon

July 7, 2005 EX-10.04

EXHIBIT 10.04

Exhibit 10.04 INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538 Telephone: 510-360-3700 Facsimile: 510-360-3701 June 30, 2005 Fusion Capital Fund II, LLC 222 Merchandise Mart Plaza Suite 9-112 Chicago, Illinois 60654 Re: Securities Subscription Agreement Dated as of February 10, 2005 Gentlemen: This letter is being delivered to confirm our understanding with respect to certain issues u

July 7, 2005 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other (Commission File (I.R.S. Emplo

July 7, 2005 EX-10.03

EXHIBIT 10.03

EX-10.03 4 f10461exv10w03.htm EXHIBIT 10.03 Exhibit 10.03 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 30, 2005, by and between INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”) and (the “Buyer”). Capitalized terms used herein and not otherwise defined he

July 7, 2005 EX-10.01

EXHIBIT 10.01

Exhibit 10.01 SECURITIES SUBSCRIPTION AGREEMENT SECURITIES SUBSCRIPTION AGREEMENT (the ?Agreement?), dated as of June 30, 2005 by and among INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the ?Company?), INSIGNIA SOLUTIONS INC. a company incorporated under the laws of Delaware (the ?Issuer?), and (the ?Buyer?). The Iss

July 7, 2005 EX-99.01

INSIGNIA RECEIVING $1.4 MILLION FROM PRIVATE PLACEMENT

Exhibit 99.01 INSIGNIA RECEIVING $1.4 MILLION FROM PRIVATE PLACEMENT FREMONT, CA?July 5, 2005?Insignia Solutions plc (Nasdaq: INSG) today announced that it is receiving $1,440,000 in equity funding from accredited investors in a private placement being concluded today. $1,000,000 of the funding was completed on June 30, 2005 and the remainder has been subscribed for funding today. The private plac

July 7, 2005 EX-10.02

EXHIBIT 10.02

exv10w02 Exhibit 10.02 WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE SOLD, ASSIGNED, OR TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT AND APPLICABLE STATE SECURITIES LAWS. INSIGNIA

July 1, 2005 EX-99.1

MI4E DEVICE MANAGEMENT AB BALANCE SHEETS AS OF MARCH 16, 2005 AND JUNE 30, 2004 (Amounts in thousands)

EXHIBIT 99.1 MI4E DEVICE MANAGEMENT AB BALANCE SHEETS AS OF MARCH 16, 2005 AND JUNE 30, 2004 (Amounts in thousands) March 16, 2005 June 30, 2004 Swedish Krona US dollars* Swedish Krona (unaudited) ASSETS Current assets: Cash and cash equivalents SEK 2,053 $ 303 SEK 330 Accounts receivable 957 141 521 Unbilled revenue 75 11 127 Income tax receivable 33 5 12 Other receivables 78 12 146 Total current

July 1, 2005 EX-99.2

UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2 UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Effective March 16, 2005, Insignia Solutions plc (?Insignia?) acquired all of the outstanding shares of Mi4e Device Management AB (?Mi4e?). The acquisition was accounted for using the purchase method of accounting and accordingly, the purchase price was allocated to the tangible and intangible assets acquired and

July 1, 2005 8-K/A

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporati

June 6, 2005 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 o TRANSITION REPORT PURSUANT TO SECTION 13 OR

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insignia Solutions

May 20, 2005 EX-10.97

EXHIBIT 10.97

exv10w97 EXHIBIT 10.97 INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538 Telephone: 510-360-3700 Facsimile: 510-360-3701 May 17, 2005 Fusion Capital Fund II, LLC 222 Merchandise Mart Plaza Suite 9-112 Chicago, Illinois 60654 Re: Securities Subscription Agreement Dated as of February 10, 2005 Gentlemen: This letter is being delivered to confirm our understanding with respect to certain

May 20, 2005 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other (Commission File (I.R.S. Employ

May 16, 2005 EX-99.1

Insignia Solutions Reports First Quarter 2005 Financial Results

exv99w1 Exhibit 99.1 Insignia Solutions Reports First Quarter 2005 Financial Results • First Quarter 2005 Revenues Increase 45% Over Prior Year’s Quarter to $462,000 • Shareholders’ Equity at $3.6 Million • Mi4e Acquisition Completed FREMONT, Calif. — May 11, 2005—Insignia Solutions (Nasdaq:INSG) today reported financial results for the first quarter ended March 31, 2005. Total revenues for the fi

May 16, 2005 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 o TRANSITION REPORT PURSUANT TO SECTION 13 O

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insignia Solutio

May 16, 2005 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales (State or other jurisdiction of incorporation or organiz

May 16, 2005 EX-99.2

Transcript of May 11, 2005 Conference Call INSIGNIA First Quarter 2005 Financial Results May 11, 2005 4:00 pm CT

Exhibit 99.2 INSIGNIA First Quarter 2005 Financial Results Moderator: Teresa Thuruthiyil 05-11-05/4:00 pm CT Page 1 Transcript of May 11, 2005 Conference Call INSIGNIA First Quarter 2005 Financial Results May 11, 2005 4:00 pm CT Conference Coordinator: Good afternoon, ladies and gentlemen, and welcome to the Insignia Solutions Teleconference and Webcast. At this time, all participants are in a lis

May 3, 2005 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Definitive Proxy

May 2, 2005 10-K/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number 0-27012 Insignia Solutions plc (Exact name of R

April 22, 2005 EX-99.1

EXHIBIT 99.1

Exhibit 99.1 Insignia Solutions Provides Financial Update ? First quarter 2005 preliminary revenues range between $400,000 and $450,000 ? Going concern qualification in 2004 Form 10-K ? $12 million funding plans by Fusion Capital ? Delisting notification letter from Nasdaq ? Resignation of chief financial officer and appointment of interim chief financial officer FREMONT, Calif.?(BUSINESS WIRE) ?

April 22, 2005 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

April 22, 2005 DEFA14A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2005 Insignia Solutions plc (Exact na

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

April 22, 2005 EX-99.1

Insignia Solutions Financial Dynamics Mark McMillan, Chief Executive Officer Investors: Teresa Thuruthiyil (510) 360-3700 (415) 439-4500

Exhibit 99.1 Insignia Solutions Provides Financial Update ? First quarter 2005 preliminary revenues range between $400,000 and $450,000 ? Going concern qualification in 2004 Form 10-K ? $12 million funding plans by Fusion Capital ? Delisting notification letter from Nasdaq ? Resignation of chief financial officer and appointment of interim chief financial officer FREMONT, Calif.?(BUSINESS WIRE) ?

April 14, 2005 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: ý Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14

April 12, 2005 424B3

Filed Pursuant to Rule 424(b)(3) File No. 333-100916 PROSPECTUS SUPPLEMENT DATED April 12, 2005 to Prospectus Dated December 4, 2002 12,000,000 AMERICAN DEPOSITORY SHARES EACH REPRESENTING ONE ORDINARY SHARE OF 20 PENCE NOMINAL VALUE INSIGNIA SOLUTIO

Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-100916 PROSPECTUS SUPPLEMENT DATED April 12, 2005 to Prospectus Dated December 4, 2002 12,000,000 AMERICAN DEPOSITORY SHARES EACH REPRESENTING ONE ORDINARY SHARE OF 20 PENCE NOMINAL VALUE INSIGNIA SOLUTIONS PLC This Prospectus Supplement supplements our prospectus, dated December 4, 2002, relating to the sale of up to 12,000,000 Ameri

March 30, 2005 EX-21.01

EXHIBIT 21.01

Exhibit 21.01 List of Subsidiaries PROPORTION OF NOMINAL VALUE NAME OF COMPANY AND COUNTRY OF INCORPORATION OF ISSUED SHARES AND VOTING AND OPERATION RIGHTS HELD BY INSIGNIA SOLUTIONS PLC Insignia Solutions International Limited 100% (England & Wales) Jeode Limited 100% (England & Wales) Insignia Solutions Inc (Delaware) 100% Insignia Solutions Foreign Sales Inc 100% (Barbados) Emulation Technolog

March 30, 2005 EX-23.02

EXHIBIT 23.02

EXHIBIT 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (Nos. 333-55498, 333-51234 and 333-94357) of Insignia Solutions plc and Registration Statements on Form S-8 (Nos. 333-51760, 333-34632, 333-76693, 33-99296 and 33-99592) of Insignia Solutions plc of our report dated January 17, 2003,

March 30, 2005 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number 0-27012 Insignia Solutions plc

March 30, 2005 EX-23.01

EXHIBIT 23.01

EXHIBIT 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (SEC File Nos. 333-55498, 333-51234, 333-57528, 333-94357, 333-112607, and 333-121299) and Form S-8 (SEC File Nos. 333-76643, 333-34632, 333-51760, 333-101072, and 333-63244) of our report dated February 2, 2005, except for Note 14, w

March 22, 2005 EX-10.97

EXHIBIT 10.97

EXHIBIT 10.97 INSIGNIA SOLUTIONS, PLC REGISTRATION RIGHTS AGREEMENT MARCH 16, 2005 INSIGNIA SOLUTIONS, PLC REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is made as of the 16th day of March, 2005, by and among Insignia Solutions, PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) and the individuals and en

March 22, 2005 EX-99.1

EXHIBIT 99.1

EXHIBIT 99.1 PRESS RELEASE Source: Insignia Solutions Insignia Solutions Completes mi4e Acquisition and Announces Executive Appointments Thursday March 17, 6:30 am ET FREMONT, Calif.-(BUSINESS WIRE)-March 17, 2005-Insignia Solutions(R) (NASDAQ:INSG - News) today announced the completion of its acquisition of mi4e Device Management AB. Additionally, the Company has further strengthened its manageme

March 22, 2005 8-K

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporation

February 14, 2005 S-3/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INSIGNIA SOLUTIONS plc (Exact Name of Registrant as specified in its Charter)

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on February 14, 2005 Registration No.

February 10, 2005 EX-10.90

EXHIBIT 10.90

Exhibit 10.90 STOCK PURCHASE AND SALE AGREEMENT DATED FEBRUARY 9, 2005 BY AND AMONG INSIGNIA SOLUTIONS PLC, KENORA LTD. AND THE SHAREHOLDERS OF KENORA LTD. AND KORROGO TECHNOLOGIES LTD. AND MI4E DEVICE MANAGEMENT AB TABLE OF CONTENTS PAGE ARTICLE I PURCHASE AND SALE OF SHARES............................... 1 1.1 Sale and Purchase of Shares.................................. 1 1.2 Purchase Price....

February 10, 2005 EX-10.93

EXHIBIT 10.93

exv10w93 Exhibit 10.93 WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE SOLD, ASSIGNED, OR TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT AND APPLICABLE STATE SECURITIES LAWS. W-2005-2

February 10, 2005 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2005 Insignia Solutions plc (Exact

e8vk Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of (Comm

February 10, 2005 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporati

February 10, 2005 EX-99.1

INSIGNIA SOLUTIONS ENTERS INTO AGREEMENT FOR NEW $12 MILLION EQUITY FINANCING

exv99w1 Exhibit 99.1 INSIGNIA SOLUTIONS ENTERS INTO AGREEMENT FOR NEW $12 MILLION EQUITY FINANCING Fremont, California, February 10, 2005 — Insignia Solutions, plc (NASDAQ:INSG) announced today it has entered into a new $12 million securities subscription agreement with Fusion Capital LLC, with an option for a second $12 million tranche of equity financing at the company’s sole discretion. Upon th

February 10, 2005 EX-10.94

EXHIBIT 10.94

exv10w94 Exhibit 10.94 WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE SOLD, ASSIGNED, OR TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT AND APPLICABLE STATE SECURITIES LAWS. W-2005-1

February 10, 2005 EX-99.1

CONTACTS: Insignia Solutions Financial Dynamics Robert Collins, Chief Financial Officer Investors: Teresa Thuruthiyil (510) 360-3700 (415) 439-4500 INSIGNIA SOLUTIONS REPORTS FOURTH QUARTER 2004 FINANCIAL RESULTS

Exhibit 99.1 CONTACTS: Insignia Solutions Financial Dynamics Robert Collins, Chief Financial Officer Investors: Teresa Thuruthiyil (510) 360-3700 (415) 439-4500 INSIGNIA SOLUTIONS REPORTS FOURTH QUARTER 2004 FINANCIAL RESULTS FREMONT, Calif., February 10, 2005 ? Insignia Solutions (Nasdaq: INSG) today reported financial results for the fourth quarter ended December 31, 2004. Insignia reported four

February 10, 2005 EX-10.95

EXHIBIT 10.95

exv10w95 Exhibit 10.95 MUTUAL TERMINATION AGREEMENT MUTUAL TERMINATION AGREEMENT (the “Agreement”), dated as of February 10, 2005, by and between INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability company (the “Buyer”). WHEREAS, the Buyer and t

February 10, 2005 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2005 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporat

February 10, 2005 EX-10.91

EXHIBIT 10.91

exv10w91 Exhibit 10.91 SECURITIES SUBSCRIPTION AGREEMENT SECURITIES SUBSCRIPTION AGREEMENT (the “Agreement”), dated as of February 10, 2005 by and between INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability company (the “Buyer”). Capitalized ter

February 10, 2005 EX-99.1

INSIGNIA SOLUTIONS TO ACQUIRE MI4E -Company Draws $1.3 Million in Funding-

EX-99.1 3 f05633exv99w1.htm EXHIBIT 99.1 EXHIBIT 99.1 INSIGNIA SOLUTIONS TO ACQUIRE MI4E -Company Draws $1.3 Million in Funding- Combined Company Rounds Out Insignia’s Over-The-Air (OTA) Mobile Device Management Offerings With: • Strong legacy support by integrating Open Mobile Alliance (OMA) client provisioning technology with Insignia’s Secure System Provisioning (SSP v2) • Customer references f

February 10, 2005 EX-10.92

EXHIBIT 10.92

Exhibit 10.92 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of February 10, 2005, by and between INSIGNIA SOLUTIONS PLC, a company incorporated under the laws of England and Wales (the ?Company?), and FUSION CAPITAL FUND II, LLC (together with it permitted assigns, the ?Buyer?). Capitalized terms used herein and not otherwise defined herein shall have the

December 15, 2004 EX-23.03

CONSENT OF INDEPENDENT ACCOUNTANTS

QuickLinks - Click here to rapidly navigate through this document Exhibit 23.03 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 of our report dated January 17, 2003, except for Note 14, which is as of March 5, 2004, relating to Amendment No. 1 to the financial statements and financial statement schedule which appears

December 15, 2004 S-3

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INSIGNIA SOLUTIONS plc (Exact Name of Registrant as specified in its Charter)

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on December 15, 2004 Registration No.

December 15, 2004 EX-5.01

[MACFARLANES LETTERHEAD]

QuickLinks - Click here to rapidly navigate through this document Exhibit 5.01 [MACFARLANES LETTERHEAD] Insignia Solutions plc The Mercury Centre Wycombe Lane Wooburn Green High Wycombe Buckinghamshire HP10 0HH Our Ref KDT/OFFICE 15 December 2004 Dear Sirs Insignia Solutions plc, Form S-3 Registration Statement under the Securities Act of 1933 1. This Opinion is given in connection with the regist

December 15, 2004 EX-23.02

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

QuickLinks - Click here to rapidly navigate through this document Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-3 of our report dated February 2, 2004, except for the first paragraph of Note 16, which is as of February 25, 2004, relating to the consolidated financial statements and financial statement sc

December 7, 2004 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2004 Insignia Solutions plc (Exact

e8vk Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2004 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of (Commi

November 12, 2004 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2004 o TRANSITION REPORT PURSUANT TO SECTION 13

e10vq Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2004 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insignia

October 28, 2004 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2004 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of (Commission

October 28, 2004 EX-99.1

CONTACTS: Insignia Solutions Financial Dynamics Robert Collins Investors: Quynh Nguyen Chief Financial Officer Financial Dynamics (510) 360-3700 (415) 439-4500 INSIGNIA SOLUTIONS REPORTS THIRD QUARTER 2004 FINANCIAL RESULTS

EXHIBIT 99.1 CONTACTS: Insignia Solutions Financial Dynamics Robert Collins Investors: Quynh Nguyen Chief Financial Officer Financial Dynamics (510) 360-3700 (415) 439-4500 INSIGNIA SOLUTIONS REPORTS THIRD QUARTER 2004 FINANCIAL RESULTS FREMONT, Calif., October 28, 2004 ? Insignia Solutions (Nasdaq: INSG) today reported financial results for the third quarter ended September 30, 2004. Insignia rep

October 22, 2004 EX-10.87

EXHIBIT 10.87

Exhibit 10.87 INSIGNIA SOLUTIONS PLC AMERICAN DEPOSITARY SHARES PURCHASE AGREEMENT October 18, 2004 INSIGNIA SOLUTIONS PLC AMERICAN DEPOSITARY SHARES PURCHASE AGREEMENT This American Depositary Shares Purchase Agreement (the ?Agreement?) is entered into as of this 18th day of October, 2004 (the ?Effective Date?) by and between Insignia Solutions, plc, a public limited company incorporated under th

October 22, 2004 EX-10.88

EXHIBIT 10.88

exv10w88 Exhibit 10.88 THE SECURITIES EVIDENCED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING SUCH SECURITIES, THE SALE IS MADE IN ACCORDANCE WITH RULE 144 OR RULE 701 UNDER THE ACT, OR THE COMPANY RECEIVES AN OPINION OF

October 22, 2004 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2004 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorporati

October 22, 2004 EX-10.89

EXHIBIT 10.89

Exhibit 10.89 INSIGNIA SOLUTIONS, PLC REGISTRATION RIGHTS AGREEMENT WHITE TEXT October 18, 2004 INSIGNIA SOLUTIONS, PLC REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the ?Agreement?) is made as of the 18th day of October, 2004, by and among Insignia Solutions, PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960), the indivi

August 19, 2004 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment #1 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2004 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-27

August 13, 2004 EX-10.87

This Agreement shall be governed by and construed in accordance with English law and the parties irrevocably submit to the exclusive jurisdiction of the English courts as regards any claim, dispute or matter arising out of or in relation to this Agre

Exhibit 10.87 DATE: 30 June 2004 INSIGNIA SOLUTIONS PLC INSIGNIA SOLUTIONS INTERNATIONAL LIMITED INSIGNIA SOLUTIONS, INC INSIGNIA SOLUTIONS SARL ESMERTEC AG TERMINATION AND WAIVER AGREEMENT Macfarlanes 10 Norwich Street London EC4A 1BD WGD/573886 DATE 30 June 2004 PARTIES 1 INSIGNIA SOLUTIONS PLC whose registered office is at Insignia House, The Mercury Centre, Wycombe Lane, Wooburn Green, High Wy

August 13, 2004 10-Q

Other income, net Item 1. Legal Proceedings Item 2. Changes in Securities and Use of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other Information

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2004 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-27012 Insignia Solutions plc (Exact name of

August 3, 2004 EX-99.1

INSIGNIA SOLUTIONS REPORTS SECOND QUARTER 2004 FINANCIAL RESULTS -Insignia Concludes Remaining Stake in JVM Business-

Exhibit 99.1 CONTACTS: Insignia Solutions Financial Dynamics Robert Collins Investors: Teresa Thuruthiyil Chief Financial Officer Financial Dynamics (510) 360-3700 (415) 439-4500 INSIGNIA SOLUTIONS REPORTS SECOND QUARTER 2004 FINANCIAL RESULTS -Insignia Concludes Remaining Stake in JVM Business- FREMONT, Calif., July 27, 2004? Insignia Solutions (Nasdaq: INSG) today reported financial results for

August 3, 2004 8-K

Current Report

8-K 1 a04-873618k.htm 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2004 Insignia Solutions plc (Exact name of Registrant as specified in its charter) England and Wales 0-27012 Not Applicable (State or other jurisdiction of incorp

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