SIERRA RESOURCE GROUP, INC.
9550 S. Eastern Avenue, Suite 253
Las Vegas, Nevada 89123
DEFINITIVE INFORMATION STATEMENT
February 1, 2012
Enclosed please find an Information Statement providing information to you regarding actions taken by our Board of Directors and by stockholders holding more than a majority of our voting power to authorize:
(1)
an amendment to our Articles of Incorporation increasing the shares of authorized common stock, par value $0.001 per share, from 460,000,000 to 1,500,000,000.
These actions were approved by our Board of Directors and by approximately 65.2% of the outstanding shares of our Company entitled to vote, constituting the majority voting power necessary to approve these actions on December 28, 2011.
Nevada law and our Bylaws permit holders of a majority of the voting power to take stockholder action by majority written consent in lieu of a meeting of stockholders. Accordingly, we will not hold a meeting of our stockholders to consider or vote upon the foregoing actions as described in this Information Statement.
Your vote is not required to approve any of these actions, and the enclosed Information Statement is not a request for your vote or a proxy. We encourage you to read the attached Information Statement carefully, including the exhibits, for further information regarding these corporate actions which are going to be implemented by the Company. The accompanying Information Statement is furnished only to inform stockholders of the actions taken by written consent described above before they take effect in accordance with Rule 14c-2 promulgated under the Securities Exchange Act of 1934, as amended, which actions will be deemed ratified and effective at a date that is at least twenty (20) days after the date this Information Statement has been mailed or furnished to our stockholders.
This Information Statement is first being mailed on or about February 1, 2012 to all stockholders of record as of January 1, 2012 and we anticipate the effective date of the actions to be February 21, 2012, or as soon thereafter as practicable in accordance with applicable law.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
The accompanying Information Statement is for information purposes only. Please read the accompanying Information Statement carefully.
By Order of the Board of Directors
Very truly yours,
SIERRA RESOURCE GROUP, INC.
By: /s/ J. ROD MARTIN
Name: J. Rod Martin
Title: Chief Executive Officer
-2-
