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GLER - May split 1 for 1500. From

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Monday, May 07, 2012 8:23:29 AM
Re: None Post # of 11391 
GLER - May split 1 for 1500. From DEF 14C filed 5/2/12:

"To Our Stockholders:

The purpose of this Information Statement is to inform the holders of record of shares of our common stock as of the close of business on the record date, April 5, 2012, that our board of directors has recommended, and that the holder of the majority of the voting power of our outstanding capital stock intends to vote on May 21, 2012, to approve the following:

A grant of discretionary authority to our board of directors to implement a reverse split of the issued and outstanding shares of our common stock on the basis of one post-consolidation share for each 1,500 pre-consolidation shares to occur immediately after the action described herein.

As of the record date, 731,833,453 shares of our common stock were issued and outstanding. Each share of the common stock outstanding entitles the holder to one vote on all matters brought before the common stockholders. As of the record date, 3,000,000 shares of our Series B preferred stock were issued and outstanding. Pursuant to our Certificate of Designation establishing Series B preferred stock, a holder of shares of the Series B preferred stock is entitled to the number of votes equal to the number of shares of the Series B preferred stock held by such holder multiplied by 500 on all matters submitted to a vote of our stockholders.

We have consenting stockholders, Betty-Ann Harland, our director and chief executive officer, who, together with her husband, Sydney A. Harland, our director and president, hold 4,953,012 shares of our common stock and 3,000,000 shares of our Series B preferred stock. Therefore, Mr. and Mrs. Harland will have the power to vote 1,504,953,012 shares of our common stock, which number exceeds the majority of the issued and outstanding shares of the common stock on the record date. Mr. and Mrs. Harland will vote in favor of the grant of the discretionary authority to our board of directors to affect a reverse stock split of our common stock. Mr. and Mrs. Harland will have the power to pass the proposed corporate action without the concurrence of any of our other stockholders."


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