UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 21, 2013
AMERILITHIUM CORP.
(Exact name of registrant as specified in its charter)
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Nevada | 333-155059 | 61-1604254 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
871 Coronado Center Drive, Suite 200
Henderson, NV 89052
(Address of principal executive offices)
(702) 583-7790
(Registrants telephone number, including area code)
[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 40.13e-4(c))
Item 5.07 | Submission of Matters to a Vote of Security Holders |
On January 21, 2013, Amerilithium Corp. (the Company) held a Special Meeting of Stockholders (the Special Meeting) for the purposes of (i) amending the Articles of Incorporation to increase the authorized shares of common stock of the Company, par value $0.001 from 150,000,000 to 500,000,000 (the Authorized Share Increase), (ii) amending the Articles of Incorporation to authorize up to 10,000,000 shares, par value $0.001 per share, of blank-check preferred stock of the Company (the Blank-Check Preferred Stock) and (iii) to ratify the appointment of De Joya Griffith, beginning on January 1, 2013, as our independent registered public accounting firm for the fiscal year ending December 31, 2012 (the Auditor Ratification).
As of the close of business on October 19, 2012, the record date for the Special Meeting 108,587,963 common shares of the Corporation were outstanding and entitled to vote. At the Special Meeting 88,914,272, or approximately 81.88%, of the outstanding common shares entitled to vote were represented in person or by proxy.
The results of the voting at the Special Meeting are as follows:
1. The Authorized Share Increase
| For | Against | Abstain | Broker Non-Votes |
Beneficial | 10,955,575 | 7,247,364 | 262,882 | 43,918,024 |
Registered | 26,480,427 | 0 | 50,000 |
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Total Shares Voted | 37,436,002 | 7,247,364 | 312,882 |
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% Voted For | 83.19% | 16.1% | 0.69% |
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2. Authorize up to 10,000,000 shares of Blank-Check Preferred Stock
| For | Against | Abstain | Broker Non-Votes |
Beneficial | 11,162,355 | 7,035,114 | 268,352 | 43,918,024 |
Registered | 26,480,427 | 0 | 50,000 |
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Total Shares Voted | 37,642,782 | 7,035,114 | 318,352 |
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% Voted For | 83.65% | 15.63% | 0.70% |
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3. Auditor Ratification
| For | Against | Abstain | Broker Non-Votes |
Beneficial | 57,305,807 | 3,202,287 | 1,875,751 |
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Registered | 26,480,427 | 0 | 50,000 |
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Total Shares Voted | 83,786,234 | 3,202,287 | 318,352 |
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% Voted For | 94.23% | 3.6% | 2.16% |
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According to the results above, the majority of the stockholders present at the meeting, whether in person or by proxy, voted FOR and thereby authorized (i) the Authorized Share Increase, (ii) the Blank-Check Preferred and (iii) the Auditor Ratification.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| AMERILITHIUM CORP. | ||
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January 28, 2013 |
| By: | /s/ Matthew Worrall |
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| Name: Matthew Worrall |
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| Title: Chief Executive Officer |
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