It seems to me that Del Law does more to consolida
Post# of 22465
Posted On: 12/05/2016 10:12:14 AM
It seems to me that Del Law does more to consolidate control and power in the hands of management vs investors
....a few notes:
"holders of a new series of preferred stock may be entitled to vote separately as a class in connection with approval of certain extraordinary corporate transactions, might be given a disproportionately large number of votes or might be given preferences in dividend payment, liquidation or other rights."
the holders of a new series of preferred stock may be entitled to vote separately as a class in connection with approval of certain extraordinary corporate transactions, might be given a disproportionately large number of votes or might be given preferences in dividend payment, liquidation or other rights. Such new series of preferred stock also could be convertible into a large number of shares of our Common Stock under certain circumstances or have other terms that might make acquisition of a controlling interest in our Company more difficult or more costly, including the right to elect additional directors to the Board of Directors. Potentially, a new series of stock could be used to create voting impediments or to frustrate persons seeking to effect a merger or otherwise to gain control of our Company. Also, a new series of stock could be privately placed with purchasers who might side with our management in opposing a hostile tender offer or other attempt to obtain control of our Company.
Delaware Bylaws require a vote of 66 2/3 percent
This heighted voting standard listed above represents an increase in the percentage of voting power required to approve amendments to the Delaware Bylaws compared to the approval of a majority of shares required by the Nevada Bylaws
Nevada annual election of directors Delaware terms up to 3yrs
The Nevada Bylaws require the presence in person or by proxy of a majority of shares outstanding entitled to vote to constitute a quorum whereas the Delaware Bylaws require one-third of such shares.
The Nevada Bylaws do not contain advance notice requirements for business to be brought before an annual or special meeting of stockholders.
Delaware Bylaws and Delaware Certificate do not allow Quantum’s stockholders to act by written consent whereas the Nevada Bylaws do.
Nevada aquired control shares of stock can't vote w/o permission Del preferred shares used for poison pill & vote control
...my take
pg 26 [If dissenters’ rights are exercised for more than 0.1 percent of our outstanding shares of Common Stock, however, the Board of Directors may decide not to proceed with the reincorporation.]
.......dissenters' rights invole a right to demand payment (pg 27 description of rights process
We cannot provide any assurance that our minimum bid price would be or remain following the reverse stock split over the minimum bid price requirement of any such stock exchange or that we will otherwise quality for such a listing.
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Currently, I believe sh have a larger % of shares and could (if unified) have a proxy debate at the nx sh meeting if concerns aren't addressed.
I'd say to think carefully, and to watch closely would be a wise course of action.
I believe contracts/revenues will raise sp enough to uplist in due time.
Why forfeit your potential for a greater return w/o something in exchange?
Regardless, I'm still holding steady
GLTA
....a few notes:
"holders of a new series of preferred stock may be entitled to vote separately as a class in connection with approval of certain extraordinary corporate transactions, might be given a disproportionately large number of votes or might be given preferences in dividend payment, liquidation or other rights."
the holders of a new series of preferred stock may be entitled to vote separately as a class in connection with approval of certain extraordinary corporate transactions, might be given a disproportionately large number of votes or might be given preferences in dividend payment, liquidation or other rights. Such new series of preferred stock also could be convertible into a large number of shares of our Common Stock under certain circumstances or have other terms that might make acquisition of a controlling interest in our Company more difficult or more costly, including the right to elect additional directors to the Board of Directors. Potentially, a new series of stock could be used to create voting impediments or to frustrate persons seeking to effect a merger or otherwise to gain control of our Company. Also, a new series of stock could be privately placed with purchasers who might side with our management in opposing a hostile tender offer or other attempt to obtain control of our Company.
Delaware Bylaws require a vote of 66 2/3 percent
This heighted voting standard listed above represents an increase in the percentage of voting power required to approve amendments to the Delaware Bylaws compared to the approval of a majority of shares required by the Nevada Bylaws
Nevada annual election of directors Delaware terms up to 3yrs
The Nevada Bylaws require the presence in person or by proxy of a majority of shares outstanding entitled to vote to constitute a quorum whereas the Delaware Bylaws require one-third of such shares.
The Nevada Bylaws do not contain advance notice requirements for business to be brought before an annual or special meeting of stockholders.
Delaware Bylaws and Delaware Certificate do not allow Quantum’s stockholders to act by written consent whereas the Nevada Bylaws do.
Nevada aquired control shares of stock can't vote w/o permission Del preferred shares used for poison pill & vote control
...my take
pg 26 [If dissenters’ rights are exercised for more than 0.1 percent of our outstanding shares of Common Stock, however, the Board of Directors may decide not to proceed with the reincorporation.]
.......dissenters' rights invole a right to demand payment (pg 27 description of rights process
We cannot provide any assurance that our minimum bid price would be or remain following the reverse stock split over the minimum bid price requirement of any such stock exchange or that we will otherwise quality for such a listing.
________________________________
Currently, I believe sh have a larger % of shares and could (if unified) have a proxy debate at the nx sh meeting if concerns aren't addressed.
I'd say to think carefully, and to watch closely would be a wise course of action.
I believe contracts/revenues will raise sp enough to uplist in due time.
Why forfeit your potential for a greater return w/o something in exchange?
Regardless, I'm still holding steady
GLTA
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