Invech Holdings, Inc. 10-K

Item 3. Legal Proceedings There are not any material pending legal proceedings to which the Registrant is a party or as to which any of its property is subject, and no such proceedings are known to the Registrant to be threatened or contemplated against it. Item 4. Mine Safety Disclosures N/A 14 PART II Item 5. Market Price and Dividends on the Registrant’s Common Equity and Related Stockholder Matters (a) Market information. Our Common Stock is not trading on any stock exchange. It is listed, but not quoted, OTC Markets under the symbol IVHI and there is no established public trading market for the class of common equity. Fiscal Year 2024 HIGH LOW First Quarter (Jan. 1, 2024 – March 31, 2024) $ 1.01 $ .003 Second Quarter (April 1, 2024– June 30, 2024) .003 .0056 Third Quarter (July 1, 2024 – Sept. 30, 2024) .015 .0056 Fourth Quarter (Oct. 1, 2024 – Dec. 31, 2024) .015 .015 Fiscal Year 2023 First Quarter (Jan. 1, 2023 – March 31, 2023) $ .135 $ .135 Second Quarter (April 1, 2023– June 30, 2023) .135 .135 Third Quarter (July 1, 2023 – Sept. 30, 2023) .135 .135 Fourth Quarter (Oct. 1, 2023 – Dec. 31, 2023) .135 .135 Holders (b) Holders. As of February 27, 2025, there are approximately 292 holders of an aggregate of 100,521,335 shares of our Common Stock issued and outstanding. (c) Dividends. We have not declared any cash dividends on our Common Stock since our inception and do not anticipate paying such dividends in the foreseeable future. We plan to retain any future earnings for use in our business. Any decisions as to future payments of dividends will depend on our earnings and financial position and such other facts, as the Board of Directors deems relevant. (d) Securities authorized for issuance under equity compensation plans. We have not adopted an equity compensation plan and no securities have been authorized or reserved for issuance under any equity compensation plan. Description of Securities The following description is a summary of the material terms of the provisions of our Articles of Incorporation and Bylaws. The Articles of Incorporation and Bylaws have been filed with the SEC as exhibits to our registration statement on Form S-1. Common Stock We are authorized to issue 500,000,000 shares of Common Stock with $0.001 par value per share. As of our fiscal year ended December 31, 2024, there were 100,521,335 shares of Common Stock issued and outstanding. Each share of Common Stock entitles the holder to one vote, either in person or by proxy, at meetings of stockholders. Accordingly, the holders of our Common Stock who hold, in the aggregate, more than fifty percent of the total voting rights can elect all of our directors and, in such event, the holders of the remaining minority shares will not be able to elect any of such directors. The vote of the holders of a majority of the issued and outstanding shares of Common Stock entitled to vote thereon is sufficient to authorize, affirm, ratify or consent to such act or action, except as otherwise provided by law. 15 Holders of Common Stock are entitled to receive ratably such dividends, if any, as may be declared by the Board of Directors out of funds legally available. We have not paid any dividends since our inception, and we presently anticipate that all earnings, if any, will be retained for development of our business. Any future disposition of dividends will be at the discretion of our Board of Directors and will depend upon, among other things, our future earnings, operating and financial condition, capital requirements, and other factors. Holders of our Common Stock have no preemptive rights or other subscription rights, conversion rights, redemption or sinking fund provisions. Upon our liquidation, dissolution or windup, the holders of our Common Stock will be entitled to share ratably in the net assets legally available for distribution to stockholders after the payment of all of our debts and other liabilities. There are not any provisions in our Articles of Incorporation or our Bylaws that would prevent or delay change in our control. Our stock transfer agent is Pacific Stock Transfer Co., located at 6725 Via Austi Parkway, Suite 300, Las Vegas, NV 89119. Preferred Stock Our Articles of Incorporation, as amended, authorizes the issuances of up to 1,000,000 shares of Preferred Stock with the following designations, rights and preferences: One (1) share of the as Convertible Series A Preferred Stock shall be converted into one thousand (1,000) shares of common stock of the Corporation and entitled to one thousand (1,000) votes of common stock for every one (1) share of as Convertible Series A Preferred Stock owned. The holders of the Convertible Series A Preferred Stock shall not be entitled to receive dividends. From time to time its Board of Directors may amend the Preferred class of stock. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue Preferred Stock with dividend, liquidation, conversion, voting, or other rights, which could adversely affect the voting power or, other rights of the holders of the Common Stock. In the event of issuance, the Preferred Stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company. At this time there are 1,000,000 shares of Preferred Stock authorized as Convertible Series A Preferred Stock and 300,000 are issued and outstanding. Promissory Notes N/A Item 6. [Reserved] N/A