Who were the officers and directors as of April 23, 2014? The 10-K was filed on that date and it is signed by the PAWS officers and directors. However, before that, an 8-K was filed saying that the acquisition of Mesa Pharmacy had "closed."
The March 31, 2014 8-K says that Kurtz and Garbino were elected to the Board of Directors.
But they did not sign the 10-K. Strange.
Kurtz was elected CEO on May 3.
Then, Daniel Wiesel, the PAWS president, and Alisa Binder, also from PAWS, were "removed" as officers on May 28. No, they did not resign. They were "removed."
Sounds like something is going on. But they remained as directors.
Then in November 2014, the "majority shareholders" elected a new board, consisting of Kurtz, Garbino, Evon Midei (PAWS director) Jonathan Renkas (PAWS director) and Kelly Reynolds.
Then Garbino resigned as director in January.
As I mentioned before, Section 7.10 of the Illinois Business Corporation Act says that if a shareholder action is approved by shareholder consent: "If such consent is signed by less than all of the shareholders entitled to vote, then such consent shall become effective only if at least 5 days prior to the execution of the consent a notice in writing is delivered to all the shareholders entitled to vote with respect to the subject matter thereof and, after the effective date of the consent, prompt notice of the taking of the corporation action without a meeting by less than unanimous written consent shall be delivered in writing to those shareholders who have not consented in writing."
Shareholders of Praxsyn, are you telling me that prior to November 3 2014, Praxsyn did a shareholder mailer to the public shareholders regarding the election of directors AND did an additional mailer to the shareholders in November??????
I don't think so... the board is not legally constituted... none of its actions are valid...
