Item 1. Legal Proceedings
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any legal proceedings.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
The Company issued securities, which were not registered under the Securities
Act of 1933, as amended, as follows:
During the Quarter ended September 30, 2003, the Company issued 89,282 shares of
common stock to two third-party vendors in order to settle certain outstanding
payables.
With respect to these transactions, the Company relied on Section 4(2) of the
Securities Act of 1933, as amended. The investors were given complete
information concerning the Company. The appropriate restrictive legend was
placed on the certificates and stop transfer instructions were issued to the
transfer agent.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
We held our Annual Meeting of Stockholders on September 25, 2003, for the
purpose of (1) electing four directors, and (2) ratifying the appointment of
Burr, Pilger & Mayer LLP as the Company's independent accountants for the fiscal
year ending March 31, 2004. The following summarizes the voting results:
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ITEM (1). Stockholders elected Anthony N. LaPine, Robert Lanz, Mark Williams and
Laurence Murray each until the next Annual Meeting of Stockholders or until
their successors have been duly elected and qualified. The vote for each
director was as follows:
------------------------------------ ---------------------- ------------------------ ------------------------
DIRECTORS VOTES FOR % OF SHARES VOTED VOTES WITHHELD
------------------------------------ ---------------------- ------------------------ ------------------------
Anthony N. LaPine 16,818,857 99.3% 117,129
------------------------------------ ---------------------- ------------------------ ------------------------
Robert Lanz 16,801,907 99.2% 134,079
------------------------------------ ---------------------- ------------------------ ------------------------
Mark Williams 16,801,867 99.2% 134,119
------------------------------------ ---------------------- ------------------------ ------------------------
Laurence Murray 16,791,472 99.1% 144,514
------------------------------------ ---------------------- ------------------------ ------------------------
ITEM (2). The appointment of Burr, Pilger & Mayer LLP as the Company's
independent accountants for the fiscal year ending March 31, 2004 was approved.
------------------------ ---------------------------------------- ------------------ ------------------------
VOTES FOR % OF SHARES VOTED VOTES AGAINST VOTES ABSTAINED
------------------------ ---------------------------------------- ------------------ ------------------------
16,854,040 99.5% 29,529 52,417
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.