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WPCS > SEC Filings for WPCS > Form 8-K on 16-Jul-2014All Recent SEC Filings

Show all filings for WPCS INTERNATIONAL INC

Form 8-K for WPCS INTERNATIONAL INC


16-Jul-2014

Submission of Matters to a Vote of Security Holders


Item 5.07. Submission of Matters to a Vote of Security Holders.

On July 15, 2014, WPCS International Incorporated (the "Company") reconvened a special meeting of stockholders, at which the Company's stockholders approved three proposals and one proposal was rejected as it did not obtain the affirmative votes of the holders of a majority of shares issued and outstanding. The proposals are described in detail in its proxy statement filed pursuant to
Section 14(a) of the Securities Exchange Act of 1934, as amended, on April 28, 2014.

Proposal 1

The Company's stockholders authorized the sale by the Company of all the issued and outstanding capital stock of The Pride Group (QLD) Pty Ltd, pursuant to the Securities Purchase Agreement by and between WPCS Australia Pty Ltd and Turquino Equity LLC, dated September 19, 2013, as set forth below:

  Votes      Votes
   For      Against   Abstentions
4,146,493   428,884     79,188

Proposal 2



The Company's stockholders rejected an amendment to the Certificate of
Incorporation of the Company to increase the Company's authorized shares of
common stock from 14,285,714 to 75,000,000, as set forth below:



  Votes      Votes
   For      Against   Abstentions
3,530,155   854,097     270,312

Proposal 3

The Company's stockholders approved the potential issuance of more than 20% of the Company's issued and outstanding common stock at a price that is less than the greater of book or market value in accordance with a securities purchase agreement between the Company and the buyers named therein, dated December 17, 2013, as set forth below:

  Votes      Votes                   Broker
   For      Against   Abstentions   Non-Votes
3,561,790   817,070     275,704         1

Proposal 4



The Company's stockholders approved the Company's 2014 Equity Incentive Plan, as
set forth below:



  Votes      Votes                   Broker
   For      Against   Abstentions   Non-Votes
3,654,766   757,643     242,155         1

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