Baron Capital Passes Consent To Freeze Share Structure And Prevent A Reverse Split On Its Common Shares Until July Of 2014
FT. LAUDERDALE, Fla., Oct. 18, 2012 /PRNewswire/ -- Baron Capital Enterprises, Inc. (OTCPK: BCAP) (www.baroncapitalenterprise.com) is pleased to announce the Company exceeded the 50% needed to pass the measure on Monday October 15, 2012.
The Voting tallies are as follows:
The Company will upload the new By-Laws to http://www.otcmarkets.com/ and shall submit the Restated Articles to the State of Florida today, once the State has stamped and processed the filing the Company will upload a copy to OTCMarkets.
The passing of this measure places the share structure of the Common stock in the hands of the Common shareholders until July 1, 2014. The only time any increase to the Authorized or a Reverse Split to the Common shares can take place is when a majority of the Common shareholders vote to do so. At this time management of the Company does not own any shares of Common stock.
The Consent not only secured the share structure of the Company and will prevent any reverse splits for 2 years, but also defined the corporate makeup of the Company as well. Everyone who voted on the Consent stated the Company has 2.4 Billion Authorized shares of Common stock and 5 Million Authorized shares of Preferred with 1 Million shares being designated as Series AA. The Consent further went to define the Rights and Preferences of the Series AA Preferred stating each share of Preferred has the right to convert into 10,000 shares of Common stock and carries full voting privileges. The Rights and Preferences also state the Company does not have to increase the amount of Common stock to allow for conversion from Preferred stock to Common stock and the Preferred can only be converted when and if the Company has Common stock available. The remaining 4 million shares of Authorized Preferred have not been designated as any Series and do not carry and Rights or Preferences at this time.
During the month of October the Company will be updating shareholders on the following items:
Update on the Audits, Transfer Agent Acquisition, S-1 for Baron, and Audit for the Subsidiary, write off of accumulated salary.
More updates on the Company to follow over the coming weeks.
The foregoing press announcement contains forward-looking statements that can be identified by such terminology such as "believes," "expects," "potential," "plans," "suggests," "may," "should," "could," "intends," or similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from any future results, performance or achievements expressed or implied by such statements. In particular, management's expectations could be affected by among other things, uncertainties relating to our success in completing acquisitions, financing our operations, entering into strategic partnerships, engaging management and other matters disclosed by us in our public filings from time to time. Forward-looking statements speak only as to the date they are made. The Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.
Matt Dwyer , President
SOURCE Baron Capital Enterprises, Inc.
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