To: Jim K. who wrote (321 ) 7/13/1998 8:49:00 AM From: Jim K. Read Replies (2) | Respond to of 972
To All: Did any one receive this, it was filed with the SEC on Jun 10, 1998. INFORMATION CONCERNING VOTING As of the close of business on June 4, 1998, the Company has authorized Fifty Million (50,000,000) shares of one class of Common Stock and outstanding Forty-Nine Million, Three Hundred Twenty-six Thousand, Eighteen (49,326,018) shares of one class of Common Stock. Only holders of record of the Company's Common Stock at the close of business on June 4, 1998 are entitled to notice and to submit written consents as solicited herein. Proposal No. 1 shall be decided upon by a majority vote of the total outstanding shares eligible to vote. _____________________________________________________________________ PROPOSAL 1 PROPOSED AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO INCREASE AUTHORIZED COMMON STOCK OF THE COMPANY FROM 50,000,000 SHARES $0.001 PAR VALUE PER SHARE TO 100,000,000 SHARES, $0.001 PAR VALUE PER SHARE The Board of Directors of the Company, on May 31, 1998, unanimously approved and recommended to the shareholders of the Company at the special meeting of the Board of Directors, a proposed amendment to the Company's Certificate of Incorporation which would increase the Company's authorized shares from 50,000,000 shares of Common Stock, par value $0.001 per share to 100,000,000 shares of Common Stock, par value $0.001 per share. The proposed amendment would revise the Company's Certificate of Incorporation to read as follows: The total number of shares of Common Stock which the Corporation shall have authority to issue is One Hundred Million (100,000,000) shares of Common Stock, par value $0.001 per share. The foregoing amendment to the Articles of Incorporation is proposed for the reason that the Company has exhausted its authorized shares of common stock and in order to raise additional capital from the sale of common stock it must amend its Articles of Incorporation and increase its authorized capital. ---------------------------------------------------------------- [ ] The undersigned hereby consents to the foregoing resolution to authorize the increase the authorized Common Stock of the Company from 50,000,000 shares, par value $0.001 per share, to 100,000,000 shares of Common Stock, $0.001 par value per share. [ ] The undersigned hereby refuses the written consent or revokes such written consent if it has been previously granted. A revocation of a previously granted written consent will only be effective if received by the Company prior to the date that the Company receives written consents in respect of a majority of the issued and outstanding shares of the Company's stock. ----------------------------------------------------------------- Please sign exactly as your name appears below. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, please sign in the full corporate name by President or other authorized officer. If a partnership, please sign in the partnership name by authorized person. Dated this _____ day of ______________________, 1998. Label stating name of stockholder and number of shares held. _________________________________ Signature. _________________________________ Signature if held jointly. PLEASE SIGN, DATE AND RETURN THIS WRITTEN CONSENT PROMPTLY USING THE ENCLOSED ENVELOPE.