August 12, 2013 (Shareholders Foundation) - An investigation on behalf of current long-term stockholders of shares of American Software, Inc. (NASDAQ:AMSWA) was announced concerning whether certain American Software officers and directors possibly breached their fiduciary duties in connection with certain statements.

The investigation by a law firm concerns whether certain American Software officers and directors breached their fiduciary duties in connection with their conduct in seeking shareholders approval for an amendment to the Companys 2011 Equity Compensation Plan.

In the Proxy Statement filed by American Software, Inc. with the Securities and Exchange Commission the Board of Directors recommends that American Softwares shareholders vote to approve an amendment to the Companys 2011 Equity Compensation Plan to increase the number of shares available for issuance thereunder from 2,500,000 to 3,700,000.

According to the investigation the issuance of the additional shares could have a severe dilutive effect on the shares of NASDAQ:AMSWA common stock.

American Software, Inc. reported that its Total Revenue declined from $102.64 million for the 12 months period that ended on April 30, 2012 to $100.47 million for the 12 months period that ended on April 30, 2013 and that its respective Net Income declined from $11.34 million to $10.41 million.

Shares of American Software, Inc. (NASDAQ:AMSWA) declined from $9.70 per share in early 2012 to as low as $7.40 per share in late 2012.

On August 12, 2013, NASDAQ:AMSWA shares closed at $8.22 per share.