0001318482-19-000010.txt : 20191129 0001318482-19-000010.hdr.sgml : 20191129 20191129172345 ACCESSION NUMBER: 0001318482-19-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191127 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20191129 DATE AS OF CHANGE: 20191129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KIDOZ INC. CENTRAL INDEX KEY: 0001318482 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1A FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-120120-01 FILM NUMBER: 191261667 BUSINESS ADDRESS: STREET 1: HANSA BANK BUILDING STREET 2: GROUND FLOOR, LANDSOME ROAD CITY: THE VALLEY STATE: 1A ZIP: AI2640 BUSINESS PHONE: 6046940300 MAIL ADDRESS: STREET 1: HANSA BANK BUILDING STREET 2: GROUND FLOOR, LANDSOME ROAD CITY: THE VALLEY STATE: 1A ZIP: AI2640 FORMER COMPANY: FORMER CONFORMED NAME: SHOAL GAMES LTD. DATE OF NAME CHANGE: 20150202 FORMER COMPANY: FORMER CONFORMED NAME: BINGO.COM LTD. DATE OF NAME CHANGE: 20050222 8-K 1 agm8k19.htm KIDOZ INC. 2019 AGM FORM 8-K

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d)

OF THE

SECURITIES EXCHANGE ACT OF 1934

 

November 27, 2019

Date of report (Date of earliest event reported)

KIDOZ INC.

(Previously Shoal Games Ltd)

(Exact Name of Registrant as Specified in Its Charter)

 

 

Anguilla, British West Indies

333-120120-01

98-0206369

(State or Other Jurisdiction of Incorporation)

 Commission File Number

IRS Employer Identification No.

 

HANSA BANK BUILDING, GROUND FLOOR, LANDSOME ROAD

   AI 2640, THE VALLEY, ANGUILLA, BRITISH WEST INDIES   

(Address of Principal Executive Offices)

 

   (888) 374-2163

              (Registrant's Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications 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 240.13e-4(c))

Securities registered pursuant to Section 12 (b0 of the Act:

Title of each class

Trading Symbol (s)

Name of each exchange on which registered

Common stock without par value

KIDZ

Toronto Venture Stock Exchange - (TSX-V)

Indicate by check mark whether the registrant is an emerging growth company as define in Rule 405 of the Securities Act of 1933 (Section 230.405mof this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter)                                   

        Emerging Growth Company                        [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act.                                                                                                            [ ]

 

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

ANNUAL GENERAL MEETING

At the Annual General Meeting of the Shareholders held on November 27, 2019, in Anguilla, the shareholders of the Company:

(a) To amend, by an ordinary resolution, the Articles of Incorporation of the Company to change the maximum number of directors the Company may have from 7 to 12

For

Against

Abstain

Not Voted

52,204,815

165,325

0 1,372,806

 

(b) Elected to set the number of directors to be 7.

For

Against

Abstain

Not Voted

52,350,440

19,700

0 1,372,806
 

(c) Elected the following persons to serve as directors until the next annual meeting or until their successors are duly qualified:

T. M. Williams

J. M. Williams

E. Ben Tora

F. Curtis (Non Executive Director)

C. Kalborg (Non Executive Director)

J. Mandelbaum (Non Executive Director)

M. David (Non Executive Director)

Election of the Directors of the Company.

Nominee

For

Against

Abstain

Not Voted

T. M. Williams

52,348,565

0

21,575

1,372,806

J. M. Williams

52,348,565

0

21,575

1,372,806

E. Ben Tora

52,347,790

0

22,350

1,372,806

F. Curtis

52,346,565

0

23,575

 1,372,806

C. Kalborg

52,347,790

0

22,350

 1,372,806

J. Mandelbaum

52,347,790

0

22,350

1,372,806
M. David

52,351,190

0

18,950

 1,372,806

(d) Approved the selection of Davidson & Company LLP, Chartered Accountants as the Company's independent auditors for the fiscal year ending December 31, 2019.

For

Against

Abstain

Not Voted

53,724,560

0

18,386 0

(d) The ratification of the existing Rolling Stock Option plan was approved.

For

Against

Abstain

Not Voted

53,307,073

63,607

0 1,372,806

 

Mr. Jason Williams and Mr. Eldad Ben Tora will continue as Co-CEO of the Kidoz Inc. (previously Shoal Games Ltd.) organization and Mr. T. M. Williams, will continue to serve as Executive Chairman.

 

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.

KIDOZ INC.

(Previously Shoal Games Ltd.)

(Registrant)

 

Date : November 28, 2019                           By:    /s/ J. M. Williams                            /s/ E. Ben Tora

                                                                    J.M. WILLIAMS, `                                    E. Ben Tora

                                                                    Director                                                    Director