Enviro-Energy Corporation Announces Reverse Stock Split and Name Change in Anticipation of Merger
April 21 2008 - 4:05PM
Business Wire
Enviro-Energy Corporation, Inc. (Pink Sheets:ENGY), announces that
a meeting of its Board of Directors was held at the Company�s
offices at 5956 Sherry Lane, Suite 1620, Dallas, Texas 75225 on
April 21, 2008. In anticipation of its previously announced merger,
the Board unanimously adopted and a majority of the Stockholders
(the �Consenting Stockholders�) representing not less than
sixty-seven percent (67%) of the issued and outstanding shares of
Common Stock of the Company as of the Record Date of March 31, 2008
have consented to the following Resolutions: 1. The corporation
name of Enviro-Energy Corporation shall change to Integrated
Construction Management, Inc. 2. That it is advisable to effect a
reverse stock-split of the outstanding Common Stock of the
Corporation on the basis of one (1) share for every five thousand
two hundred (5,200) shares currently issued and outstanding. 3.
That the Certificate of Incorporation of this corporation be
amended by changing the Article thereof numbered �FOUR (4)� so
that, as amended, said Article shall be read as follows: The
Corporation is authorized to issue two classes of stock to be
designated, respectively, Common Stock and Preferred Stock. The
total number of shares which the Corporation is authorized to issue
is 60,000,000 shares, of which 50,000,000 shares, par value $0.001
per share, shall be Common Stock and 10,000,000 shares, par value
$0.001 per share, shall be Preferred Stock. 4. Upon the filing of
the Certificate of Amendment with the Delaware Secretary of State,
each five thousand two hundred (5,200) shares of the Common Stock
of the Corporation issued and outstanding on the date of such
filing shall, without any further action on the part of the holders
thereof, be consolidated and automatically converted into a single
share of Common Stock, provided that, if any holder would otherwise
be entitled to a fractional share based on such reverse stock
split, such fractional share will be repurchased by the company at
a price equal to the last published trade price of the common
shares on the Record Date.
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