NeoMedia Technologies, Inc (NEOM)

[clawmann]

And one more thing caught my attention:

From the 10K:

"Therefore, YA Global may not exercise all the voting rights contained in the designation of these securities, unless we have been declared by YA Global to be in default or YA Global waives this restriction, subject to a 65 day notice period, and complies with the reporting requirements of the SEC for affiliates."

Really? This is new. Another change in interpretation?
Trying to get YA off the hook for not filing as an insider since 2006 are we?

This sentence says that for YA to vote more than 4.99% of the common shares, YA must either declare Neom in default of Neom's obligations under the Series C OR YA must waive the 4.99% restriction by giving Neomedia 65 days advance written notice of that waiver (meaning the 4.99% restriction remains in place for 65 days after the notice of waiver is given to Neomedia).

This language is absolutely not in the Series C Certificate of Designations. But this should have been the proper interpretation all along. I should know. I suggested it to Jensen and Parker in early 2006 to try to get around the 16(b) problem that the Series C created for YA.

So now they interpret it that way. But that has not been the historical interpretation that Neomedia management has had of YA's voting rights under the Series C. Check the prior SEC filings for Neomedia guys. Go back to 2006 when the ASM was held and the AS was increased from 1 billion to 5 billion. How many votes did YA cast?

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=32804074&txt2find=proxy

How about the proxy that was sent out for the cancelled ASM late last year? Did that not specify how many votes the company said YA could cast.