Addendum: The corporate charter (2000) authorized
Post# of 36728
Posted On: 04/18/2014 3:25:39 PM
Addendum: The corporate charter (2000) authorized 5m preferred shares and stated that these shares were not outstanding (issued). See attachment #1.
According to the latest fins (see attachment #2), the preferred shares have not yet been issued. The issuance requires a new Certificate of Designations not yet filed with Delaware SOS, per fins. Therefore, as latest fins admit, iequity corp is technically not yet the controlling shareholder of SKTO. (Nor has it been since March 2013.) That control requires the filing of the Certificate of Designations and the actual issuance of the preferred shares.
The questions then naturally arise: Who in fact are the controlling shareholders (50%+) of SKTO and on what basis of control does the B.O.D. make decisions that require (50%+) of the shareholders. The charter and DE law stipulate that every common share is equal to one vote.
#1
From the Certificate of Incorporation (2000)
Preferred Stock
Our Certificate of Incorporation authorizes us to issue up to 5,000,000 shares of preferred stock, $0.0001 par value per share. There are currently no shares of preferred stock outstanding.
#2
From the latest fins:
As of December 31, 2013, the Company is not aware of any person or entity controlling more than 10 percent of the outstanding stock, directly or indirectly. In March 2013, the Company acquired Medical Greens, and its existing business, as sets and contracts, in exchange for 5 million shares of Series A Convertible Preferred Stock (the “Series A Preferred Shares”) which carries 60 percent of the total vote of all classes of stock entitled to vote and is convertible at any time after one year from the date of issue into 60 percent of the resulting common stock outstanding.
The Series A Preferred Share certificates have not yet been issued, but will be issued as soon as a new certificate designations (the “New Certificate Designations”) for the Series A Preferred Shares (replacing and superseding the current Certificate of Designations on file with the Delaware Secretary of State under which no shares of preferred stock were ever issued) is filed with the Delaware Secretary of State, which is expected to be by May15, 2014.
At that time, I Equity Corp. will be the controlling shareholder. Henry Jan is the Chief Executive Officer of I Equity Corp."
According to the latest fins (see attachment #2), the preferred shares have not yet been issued. The issuance requires a new Certificate of Designations not yet filed with Delaware SOS, per fins. Therefore, as latest fins admit, iequity corp is technically not yet the controlling shareholder of SKTO. (Nor has it been since March 2013.) That control requires the filing of the Certificate of Designations and the actual issuance of the preferred shares.
The questions then naturally arise: Who in fact are the controlling shareholders (50%+) of SKTO and on what basis of control does the B.O.D. make decisions that require (50%+) of the shareholders. The charter and DE law stipulate that every common share is equal to one vote.
#1
From the Certificate of Incorporation (2000)
Preferred Stock
Our Certificate of Incorporation authorizes us to issue up to 5,000,000 shares of preferred stock, $0.0001 par value per share. There are currently no shares of preferred stock outstanding.
#2
From the latest fins:
As of December 31, 2013, the Company is not aware of any person or entity controlling more than 10 percent of the outstanding stock, directly or indirectly. In March 2013, the Company acquired Medical Greens, and its existing business, as sets and contracts, in exchange for 5 million shares of Series A Convertible Preferred Stock (the “Series A Preferred Shares”) which carries 60 percent of the total vote of all classes of stock entitled to vote and is convertible at any time after one year from the date of issue into 60 percent of the resulting common stock outstanding.
The Series A Preferred Share certificates have not yet been issued, but will be issued as soon as a new certificate designations (the “New Certificate Designations”) for the Series A Preferred Shares (replacing and superseding the current Certificate of Designations on file with the Delaware Secretary of State under which no shares of preferred stock were ever issued) is filed with the Delaware Secretary of State, which is expected to be by May15, 2014.
At that time, I Equity Corp. will be the controlling shareholder. Henry Jan is the Chief Executive Officer of I Equity Corp."
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