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Re: Howyadoing post# 20531

Wednesday, 06/07/2017 11:37:38 AM

Wednesday, June 07, 2017 11:37:38 AM

Post# of 27495
hey slojab you can sticky the Series A points if you want :)

you may doubt it but the filing is correct they don't just leave shares off the % is as a group.

Its not relevant anyways, they will issues major amounts of common shares the series A shares give them control regardless for the first 600,000,000 shares issued

the sections are below and math is simple 100,000 * 100 = is 10,000,000 common shares and they can vote 30 times that or 300,000,000 common shares so with an o/s of 600 million they can still do what they want with 50% control with the common shares they hold so a few thousand shares is a rounding factor.

https://www.sec.gov/Archives/edgar/data/1331275/000133127509000007/vital8k_preff4242009ex41.txt

sec link from 4/24/2009 8k ex 4.1

WHEREAS, it is the desire of the Board of Directors of the Corporation, pursuant to its authority as aforesaid, to fix the rights, preferences, restrictions and other matters relating to a series of the preferred stock, which shall consist of 100,000 shares of the preferred stock which the corporation has the authority to issue, as follows:

Section 2. Voting Rights.

a) Subject to the provision for adjustment hereinafter set forth, each share of Preferred Stock shall entitle the Holder thereof to the number of votes as shall be equal to the aggregate number of shares of Common Stock into which such Holder's shares of Preferred Stock are convertible, multiplied by 30. As used herein, "Common Stock" means the Corporation's common stock, par value $0.0001 per share, and stock of any other class of securities into which such securities may hereafter have been reclassified or changed into.

Section 4. Conversion. Holders of Preferred Stock shall have the following rights with respect to the conversion of the Preferred Stock into shares of Common Stock:

a) Conversions at Option of Holder. Subject to and in compliance with the provisions of this Section 4, any shares of Preferred Stock may, at the option of the Holder, be converted into fully paid and non-assessable shares of Common Stock. The number of shares of Common Stock to which a Holder of Preferred Stock shall be entitled upon a conversion shall be the product obtained by multiplying the number of shares of Preferred Stock being converted by 100.

oh ya and the kicker is they are non-dilutive preferred so only the common shareholders hold the bag

c) Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Common Stock issuable upon the conversion of the Preferred Stock is changed into the same or a different number of shares of any class or classes of stock, whether by recapitalization, reclassification, reverse split or otherwise, each Holder of Preferred Stock shall have the right, but not the obligation, thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification, reverse split or other change by Holders of the maximum number of shares of Common Stock into which such shares of Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein or with respect to such other securities or property by the terms thereof.

this way if there is a forward split they can get more but if there is a r/s they don't need to be part of it