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Regenerx Biopharmaceuticals Inc. Message Board

  • snogreen snogreen Jul 27, 2013 10:00 AM Flag

    Where's annual meeting & proxy?

    Does it strike you off that RGRX has not filed a proxy statement, 14-a, for the annual meeting? It is part of SEC regs they do so. LAst year they filed the proxy on June 20. The annual meeting was August 3. It is now almost August 2013 and they haven't filed any proxy 14-a. Not have they scheduled any annual meeting. Kind of late for annual meetings? MAybe they wait for whatever news they seek? But still they are required by SEC to do annual meetings on a timely basis? what gives...

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    • It is not a SEC requirement to hold an annual meeting. This requirement is in the bylaws and a shareholder must sue the Company to enforce it. No need to hold an annual meeting and incur expense until the Company is sure it is going to continue as a going concern. Based on the limited funds being put in the Company, there must be a belief that something is going to happen or debt holders (or the Company) believes a sale of the priority rights they have to the patents in bankruptcy will permit recovery of the amount they are owed before any payment is made to general creditors. The only way shareholders would see anything, perhaps, is through a suit against the directors for a breach of their fiduciary duties and a collection against them personally or against the D&O policy. More likely there is no breach, just bad business judgement, so a suit is unlikely unless you can prove there is collusion among Sigma Tau and the officers aimed at minimizing the value of the minority interest in the Company held by all other shareholders. Very difficult to do this. Unless you want to run your own slate of directors and sue them, directors will continue in office indefinitely, until the date of the next annual meeting. Long and short wish JJ the best in turning things around.

    • Costs $$ to send out proxy statements and 14-a's, and Annual Meeting room probably requires a security deposit.
      JJ probably trying to find a pro-bono location and a printer.

      • 1 Reply to fl_geezer
      • I think it is one or two choices. They don't file SEC mandated proxy & annual meeting stuff, because either they are going BK soon....(so no reason to file and schedule one)...or there is "material" news they wait for very soon.... that is important enough to be included in the proxy & annual meeting. Either way, the window for something happening (news wise) is getting smaller and smaller. The mere $100,000 latest band aid... to fund for 45-60 days.... is indicative. But what'll it be? Writing off the total loss, or they pull something out of their hat.

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