They don't need shareholder approval. Management holds a 56% majority stake.
The board of directors has already approved the three items proposed; name change, increase A/s and the 1:125 reverse split.
________________________________________________________________________
Dear Stockholders:
We are writing to advise you that our board of directors and the holders of a majority of our outstanding voting securities have approved a Certificate of Amendment to our Certificate of Incorporation to:
·
change our corporate name to Sanomedics, Inc.;
·
increase the number of authorized shares of our common stock from 250,000,000 to 650,000,000 shares; and
·
effect a reverse stock split of our outstanding common stock on the basis of one for one hundred twenty-five (1:125).
These actions were approved by our board of directors on December 31, 2014. In addition, the holders of a majority of our outstanding voting securities approved these actions on [ · ], 2015 by written consent in lieu of a meeting in accordance with the applicable sections of the Delaware General Corporation Law.
WE ARE NOT ASKING YOU FOR A PROXY, AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
No action is required by you. The accompanying information statement is furnished only to inform our stockholders of the actions described above before they take place in accordance with Rule 14c-2 of the Securities Exchange Act of 1934. This information statement is first mailed to you on or about [ · ], 2015.