Is the CEO of a Nevada pink sheet publically traded co required to notify S'holders of mergers, corporate changes, etc.
Arlington, VA
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Posted 9 months ago in Securities Offerings
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I own stock in a NV, PK public co & stock value, is $.02. CEO owns 170M shares of total 200M shares & is merging w/larger private co who wants to be public. I think he will announce merger & sell his stock to co for approx $2M,not giving the existing public s'holders any cash or same offer. Is this legal? Doesn’t the CEO need to have "merger company" offer all s'holders same price/share. Isn’t the CEO required to have a S'holder mtg to vote on corp change before it happens? Isn’t the CEO's fiduciary responsibility, (he & his wife are the only 2 Board mbrs), to all s'holders & require a S'holder vote? Does his legal responsibility require notice to all s'holders of
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Answers (1)Michael E Hendrickson
This attorney is licensed in Dist. of Columbia.
Posted 9 months ago.
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My answer would be yes (probably) to your first question and no to all the rest involving this so-called "penny stock" company, but if you want to litigate matters, you should contact a Nevada attorney with knowledge and experience with mergers and acquisitions in that state.
M.E. Hendrickson, Esq. Alexandria, Virginia 22314
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