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OMNITEK ENGINEERING CORP FILES (8-K) Disclosing Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders

June 6, 2014

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in



Fiscal Year

On May 28, 2014, the Board of Directors of Omnitek Engineering Corp. (the "Company") adopted the amendments to the Amended and Restated By-laws of the Company (the "Amended By-Laws"). The Amended By-Laws were ratified on May 31, 2014 at the Annual Meeting of the Shareholders, and became effective on such date. The Amended By-laws amended the prior By-laws as follows:

Article III, Section 3.3 was amended to increase the allowable number of Directors on the Board; prior to amendment the By-laws allowed not less than one (1) or more than five (5), that number was increased to read, not less than three (3) or more than seven (7) persons;

Article VII, Section 7.1 was amended to bring it in alignment with the amended Section 1501(b) of the California General Corporation Law and add language allowing the Company to utilize the Securities and Exchange Commission's e-proxy rules.

A copy of the Amended and Restated By-Laws are filed herewith as Exhibit 3.03 and incorporated herein by reference. The foregoing description of the Amended and Restated By-Laws is qualified in its entirety by reference to the full text of such agreements.

Item 5.07 Submission of Matters to a Vote of Security Holders



The Annual Meeting of Shareholders (the "Annual Meeting") of the Company was held on May 31, 2014. At the Annual Meeting, the shareholders voted on the following proposals and cast their votes as described below.

Proposal 1

The individuals listed below were elected at the Annual Meeting to serve a one-year term on the Company's Board of Directors (the "Board").

For Authority Withheld Broker Non-Vote Werner Funk 12,988,306 701,647 0 Janice M. Quigley 12,989,806 700,147 0 George G. Chachas 13,006,254 683,699 0 Gary S. Maier 13,003,734 682,619 0 John M. Palumbo 13,007,334 686,219 0 Page 2



--------------------------------------------------------------------------------

Proposal 2

Proposal 2 was a management proposal to ratify the appointment of Sadler, Gibb & Associates, LLC as the Company's independent registered public accounting firm for 2014, as described in the proxy materials. This proposal was approved.

For Against Abstained 17,529,058 29,210 745,293



Other Business

Under Other Business, management proposed the adopted of Amended and Restated By-Laws. This proposal was approved.

Broker Non- For Against Abstained Vote 11,615,097 0 0 0 Item 9.01 Financial Statements and Exhibits Exhibit Number Description 3.03 Amended and Restated By-Laws Adopted May 31, 2014


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Source: Edgar Glimpses


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