From Yahoo
Tuesday June 23, 9:58 am Eastern Time
Company Press Release
Midland Inc. Announces Special Shareholders Meeting
DALLAS--(BUSINESS WIRE)--June 23, 1998--Midland Inc. (OTC/BB:MIDL) CEO Daniel Fisher announced today that a special meeting of the Board of Directors was held in Dallas to address the inappropriate actions of Mark Pierce, the corporate secretary.
A three-page due diligence report was issued by Midland/Arcon's corporate law firm, and its findings are that Pierce has no authority to:
-- Announce verbal resignations that are false;
-- Accept resignations of Board members without notifying the majority of the Board;
-- Create two meetings of which one Board member was present and the other two were purposely not notified; and
-- Rescind the Arcon's reverse merger after a meeting with one Board member without notification to the two other existing Board of Directors, which does not constitute a proper Board meeting.
Fisher stated, ''On June 16, 1998, Mark Pierce put out an illegal notice about Midland, Daniel Fisher, which is not true. In a press release, Midland announced a new Board, but it did not name the new members, which is more of Mr. Pierce's corporate propaganda because there are three existing members who have not resigned, and they must elect two additional. Mark Pierce did not and could not elect any further Board members without notifying the existing members. He held all his meetings with Wayne Duke, one Board member and himself.''
Fisher continued, ''Mr. Pierce stated that I verbally resigned as director and CEO, which is the only way a Board member of Midland, Inc. may leave the Board. The only other legal avenue is to be voted off the Board by a majority vote. Institutions that represent these votes hold almost 15 million common votes at this time and the matter shall be properly rectified.''
According to Fisher, ''Mr. Pierce has been given notice at his office and home that he has been suspended by the existing Board until these corporate matters are rectified by the new Board. I expect these matters will be fully clarified; however, we will advise you of the filing of a special shareholders meeting to be held in approximately 15 days of which common voting shareholders of Midland, Inc. by proxy can elect a new full Board of Directors.''
Contact:
Midland Inc.
Daniel W. Fisher, 972/991-3200
Fax: 972/991-3295
E-mail: archem@swbell.net |
