Hasher,
re: "It would not surprise me to see an increase in the AS to be announced soon."
Food for thought:
The article amending the Certificate of Incorporation on 9/25 said the following:
2. The Certificate of Incorporation of this Corporation shall be amended by changing the Article thereof numbered “FOURTH” so that, as amended, said Article shall be and read as follows:
"ARTICLE IV. CAPITAL STOCK.
The aggregate number of shares of stock of all classes which the Corporation shall have authority to issue is 3,068,000,000, consisting of 3,000,000,000 shares of Common Stock, having a par value of $0.001 per share, 28,000,000 shares of Class B Stock, having a par value of $0.001 per share, and 40,000,000 shares of Preferred Stock, having a par value of $0.001 per share."
It also said, and this appears in all prior amendments:
"(b) The provisions of this Article IV of the Certificate of Incorporation shall not be modified, revised, altered or amended, repealed or rescinded in whole or in part, without the affirmative vote of a voting majority of the shares of the Common Stock and of a voting majority of the shares of the Class B Stock, each voting separately as a class."
I believe that the above provision is the term that has been relied upon to raise the authorized share level in each of the previous instances. Obviously there has been very little difficulty in achieving a majority in the Class B elections, but I wonder what, if anything the Form 3's that were filed showing holdings as of 4 days subsequent to the above filing might suggest regarding the Common Stock election that would be required for any authorized share changes, up or down.
Excuse the abbreviations, rounded to millions:
MM 11+9 (common+class B)
SM 6+9
FL 28+5
RME 66+5
So, the total common shares beneficially owned (suggesting probably under the control of for voting purposes) as of 9/28/09 was 111 million. The officers should have filed Form 4's if they had any subsequent transactions.....I would have expected a Form 3 for RME (based on their Class B holding) and Form 4's for subsequent transactions, but that's just my opinion.
Based solely on the above, if there are more than a total of 222 million shares outstanding and if there have not been any increases in the holdings reported as of 9/28, the 3 directors cannot authorize an increase or decrease in authorized shares by themselves.....without soliciting the votes of all shareholders.
Those are 2 very big ifs and as I said, this is just food for thought.
By the way, Pike indicated ownership at that date of 100 million plus 42 million added later. And we don't know the status of the Signature and Levin(sp?) holdings, but I can't imagine that their shares could participate in a vote without a notification to ALL shareholders.
