One of many reasons for the Proxy was to change the "Articles of Incorporation" in Nevada and file with their Secretary of State so they could file legally in Delaware. Nevada had to be resolved first. The new articles of incorporation in Delaware would include the issuance of the new class of "Preferred Shares".
I really recommend that you take the time and review the "Blue Highlighted" area beginning at page 14. Study briefly the comparison's. Remember, this is their filing and not my words. I already tore it apart. Many on this board challenged me as to where exactly I was getting my information. It was a simple response to cut and paste from the "Blue area beginning at page 14".
It was their audacity to put it in writing, because they had to in order for it to be legal. They got caught in a "HOSTILE TAKEOVER"