FARMERS BRANCH, Texas, April 28, 2016 /PRNewswire/ --
Board of Directors
Ironclad Performance Wear Corporation
1920 Hutton Court
Farmers Branch, TX 75234
Subject: Request for a Special Meeting of Stockholders
I am requesting a Special Meeting of Stockholders as allowed under Article III, Section 3(b) of the company's By-Laws for the purpose of demanding remedial action by stockholders to overturn actions by the Board of Directors. In my opinion, the actions in question breeched Directors' duty to comply with the Board's Charter and the failure of its Nominating and Governance Committee to meet and discharge its responsibilities, and procedures under its Charter which has been in place since 2006.
Further, I am advised that in March, 2014 Vane Clayton, Chairman of the Board, on behalf of the company, made an agreement with Ronald L. Chez, as part of a resolution matters dealing with governance, to appoint a Director of Mr. Chez's recommendation. As the records show, I was subsequently appointed and twice elected at Annual Meetings of stockholders receiving more votes than any other independent Director at the last Annual Meeting. Mr. Chez reports that neither Vane Clayton nor any company executive have had discussions with him regarding this agreement since March, 2014. I believe that the action taken by the Board of Directors abrogates of the agreement, and is inconsistent with the values described in the Code of Ethics of Ironclad Performance Wear and contrary the stockholders' interest.
Patrick W. O'Brien
Member of the Board of Directors, Ironclad Performance Wear (OTC-QB: ICPW)
Chair, Compensation Committee
Member, Audit Committee
Member, Nominating and Governance Committee
All inquiries may be directed to me at 847-772-2298 or [email protected]
SOURCE Patrick W. O’Brien