Check the filings....this is from the RS/AS increase 14c. They still owe Tarpon....for what you ask? Good question!
"We are currently authorized to issue 1,000,000,000 shares of our common stock, of which we currently have 1,006,791,619 shares of common stock outstanding, of which 6,791,619 shares of common stock were invalidly issued.
The invalidly issued shares were issued to Tarpon Bay Partners, LLC (“Tarpon”) under the settlement agreement (the “Settlement Agreement”), as disclosed in the Form 8-K which was filed with the Commission on April 3, 2014. The Settlement Agreement provides that the shares will be issued in one or more tranches, as necessary, sufficient to satisfy the Settlement Amount through the issuance of freely trading securities issued pursuant to Section 3(a)(10) of the Securities Act of 1933, as amended. In addition, upon execution of the Settlement Agreement, the Company issued to Tarpon a convertible promissory note in the principal amount of twenty five thousand dollars ($25,000.00), maturing six (6) months from the date of issuance. The convertible promissory note has no registration rights and is convertible into the Common Stock of the Company at any time at a conversion price equal to 75% of the low closing bid price for the twenty days prior to conversion.
Under Wyoming Business Corporation Act, such overissued shares are deemed invalid and void as the Company has no authority to issue them. And although neither statutory law nor case law give any guidance on what action cures an overissuance, we believe that am amendment to the Articles of Incorporation to increase the authorized shares would cure an overissuance. And if it does not resolve the issue automatically by increasing the authorized shares, we will re-issue such invalid shares after filing the amendment to the Articles of Incorporation.
Tarpon Bay and the Company orally agreed that the issuance of invalid shares will not constitute a default under the convertible notes or the Settlement Agreement with Tarpon Bay. We have also communicated this situation to Tarpon Bay and it agreed to wait to convert the shares under the convertible notes and to request the shares under the Settlement Agreement until the Company has enough authorized shares to issue.
As discussed above, the Company is contracted to promptly issue and deliver shares of its Common Stock under certain convertible note and the Settlement Agreement. The proposed increase is a necessary component in giving the Company the ability to perform its obligations under these agreements.
In addition to having enough shares available to fulfill its current obligations, the Board would like the flexibility to issue shares of Common Stock without additional expense or delay in connection with corporate activities that may be identified in the future. Such future activities may include, but are not limited to; stock dividends or stock splits, equity financings, making acquisitions through use of our stock, and adopting new or modifying current management incentive and employee benefit plans."
