As we discussed repeatedly shortly after the increase in the AS, the insiders of MDHI control more than 51% of the outstanding shares and therefore don't need to have a proxy vote as they get more than the the required 50.1% of the shares voting their way without going to an open vote. There is even a company by law that the management team must own a certain percent of the OS--it is at or above 27% if I remember correctly.
We were notified by both letter and SEC filing that the approval had been given to raise the AS and what they intended to do with it BEFORE they raised the AS and OS giving anyone the chance to sell before the increase occurred. We were again notified by letter and SEC filing when the increases were actually implemented.
As to your other post where you claim the latest SEC filing shows a higher OS than AS you are indisputably wrong. There was an increase in the AS of 600 mil shares. The increase in OS since that point has been 582,943,741 shares. That leaves 17,056,259 shares available from the most recent AS increase + the 22,374,437 share gap between the AS and OS from just before the AS increase. Therefore MDHI still has a gap between the AS and OS of 39,430,696 shares.
You can do the math yourself. The AS and OS from before the increase comes from the March 11, 2013 information verified by the transfer agent and here is the information directly from the latest 10-Q:
"On May 17, 2013, as also disclosed in the Medical Alarm Concepts Holdings, Inc. (the “Company”) definitive Schedule 14C Information Statement dated May 17, 2013, a majority in interest of the Common Stock holders approved an amendment to its Articles of Incorporation. The amendment is effective upon the filing of the Amended and Restated Articles of Incorporation with the Nevada Secretary of State. On June 7, 2013, the Company filed an Amendment to its Articles of Incorporation (the "Amendment") with the Nevada Secretary of State, affecting the increase of its authorized number of shares of Common Stock (the “Authorized Share Increase). This amendment to the Company’s Articles of Incorporation increased the number of the Company’s authorized shares of common stock, par value $0.001 per share, from 800,000,000 to 1,400,000,000.
On May 28, 2013, the Company entered into an agreement with holders of its convertible debentures canceling all remanding warrants outstanding related to convertible notes dated March 2009 and all convertible notes dated at any time during 2011, 2012, or 2013. As of this date, all warrants outstanding have been cancelled.
On June 6, 2013 and June 18, 2013, the Company issued a total of 25,000,000 common shares for conversion of $5,000 of debt relating to notes dated July 27, 2011. The shares have not been registered under the Securities Act and were not registered or qualified in any jurisdiction.
June 24, 2013, the company issued 69 million shares for conversion of $13,800 of convertible debt. The shares have not been registered under the Securities Act and were not registered or qualified in any jurisdiction.
On June 25, 2013, the Company issued 481,674,510 restricted shares to various investors. The Company received total proceeds of $277,500 . Securities purchased in this offering may not be transferred or resold except as permitted under The Securities Act of 1933, as amended, and applicable state securities laws, pursuant to registration or exemption therefrom. Securities purchased in this Offering will be legended to reflect the foregoing rights and obligations. The Securities Purchase Agreement contains customary representations and warranties and covenants of the Company and the Buyers. Pursuant to the terms of the Securities Purchase Agreement, the Company has agreed to provide customary indemnification to the Buyers, their affiliates and agents against certain liabilities.
On August 14, 2013, the Company issued 7,269,231 restricted common shares to various investors for $16,400. Securities purchased in this offering may not be transferred or resold except as permitted under The Securities Act of 1933, as amended, and applicable state securities laws, pursuant to registration or exemption therefrom. Securities purchased in this Offering will be legended to reflect the foregoing rights and obligations. The Securities Purchase Agreement contains customary representations and warranties and covenants of the Company and the Buyers. Pursuant to the terms of the Securities Purchase Agreement, the Company has agreed to provide customary indemnification to the Buyers, their affiliates and agents against certain liabilities."
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