-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ANdLMAIVnk4eIUj4JEirzHh8GzfkeaNiBoN8ElCz/BRerMH0WPKclWcs5f18WT2w KqvAxfJpLUkplHl8GPQ94w== 0001179350-09-000067.txt : 20090911 0001179350-09-000067.hdr.sgml : 20090911 20090911104652 ACCESSION NUMBER: 0001179350-09-000067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090910 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090911 DATE AS OF CHANGE: 20090911 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDIZONE INTERNATIONAL INC CENTRAL INDEX KEY: 0000753772 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122] IRS NUMBER: 870412648 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-93277-D FILM NUMBER: 091064431 BUSINESS ADDRESS: STREET 1: 144 BUENA VISTA CITY: STINSON BEACH STATE: CA ZIP: 94970 BUSINESS PHONE: 4158680300 MAIL ADDRESS: STREET 1: P.O. BOX 742 CITY: STINSON BEACH STATE: CA ZIP: 94970 FORMER COMPANY: FORMER CONFORMED NAME: MADISON FUNDING INC DATE OF NAME CHANGE: 19860413 8-K 1 medizone8kforamendmenttoarti.htm MEDIZONE FORM 8-K 9-10-09 Converted by EDGARwiz

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):    September 10, 2009


Medizone International, Inc.

(Exact name of registrant as specified in its charter)


Nevada

002-93277-D

87-0412648

(State or other jurisdiction

(Commission

(IRS Employer

      of incorporation)

File Number)

           Identification No.)




144 Buena Vista, P.O. Box 742, Stinson Beach, California

    94970

(Address of principal executive offices)

(Zip Code)



Registrant’s telephone number, including area code

(415) 868-0300



(Former Name or Former Address, if Changed Since Last Report)


[  ]  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))











Item 8.01

Other Events.


Annual Meeting of Shareholders


On August 26, 2009, Medizone International, Inc. (the “Company”), held its annual meeting of shareholders in Reno, Nevada.


At the meeting, the Company’s shareholders voted on three matters: the election of directors; a proposed amendment to the Company’s Articles of Incorporation to increase the authorized capital of the Company; and the approval of the appointment of HJ & Associates & Consultants, LLP, as the Company's independent registered public accounting firm for fiscal year ending December 31, 2009.


The voting was as follows:


1.

Proposal Number 1 – Election of Directors.


Name

Votes For

Votes Withheld

Edwin G. Marshall

167,217,340

5,254,063

Richard G. Solomon

167,644,063

4,827,340

Daniel D. Hoyt

171,634,273

837,130

Michael E. Shannon, M.A., M.Sc., M.D.

167,663,963

4,807,440


2.

Proposal Number 2 – Approval of Amendment to the Company’s Articles of Incorporation to Increase the Company’s Authorized Capital from 250,000,000 to 395,000,000 and to Authorize the Issuance of Preferred Stock.


Votes For

Votes Against

Votes Abstaining

Broker Non-Votes

115,427,205

3,313,176

60,083

53,670,939


3.

Ratification of the Selection of HJ Associates & Consultants, LLP, as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2009.


Votes For

Votes Against

Votes Abstaining

Broker Non-Votes

172,146,740

232,765

91,897

0


The Company received sufficient votes in favor of all proposals, and all proposals passed.


Common Stock Trading on OTC Bulletin Board


On September 8, 2009, the Company announced that its stock had begun trading on the OTC Bulletin Board.  The Company’s ticker symbol is MZEI.OB.  The Company’s stock had previously been quoted on the Pink Sheets.



2

 



Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.


Amendment of Articles of Incorporation


In light of the shareholder approval obtained at the Company’s annual meeting, on September 10, 2009, the Company filed Articles of Amendment to its Articles of Incorporation to effectuate the increase of the Company’s authorized capital to 395,000,000 common shares, and to provide for the issuance by the Board of Directors of Preferred Stock.


Item 7.01.

Regulation FD Disclosure.


On September 8, 2009, the Company issued a press release relating to the commencement of trading of the Company’s common stock on the OTC Bulletin Board. The press release is attached hereto as Exhibit 99 to this Report.


In accordance with General Instruction B.2 of Form 8-K, the information in this section of this Report shall not be deemed filed for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.


Item 9.01.   Financial Statements and Exhibits


(a)

Financial Statements


None.


(b)

Exhibits


99

Press Release



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.


Medizone International, Inc.



Date: September 10, 2009

By:  /s/ Edwin G. Marshall

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

Edwin G. Marshall

Chairman of the Board and Chief Executive Officer

(Principal Executive Officer)

 

 



3

 



 EX-99 2 medizonepressreleaseexhibit9.htm PRESS RELEASE DATED 9-8-09 Converted by EDGARwiz



Exhibit 99


Medizone International, Inc. Announces OTCBB Listing - San Francisco, California  September 8, 2009.   Developer of ground-breaking ozone-based hospital sterilization technology -- AscepticSure™, Medizone announced today that its common stock has begun trading on the OTC Bulletin Board (MZEI.OB).  The company’s common stock was previously quoted on the Pink Sheets.


“While we have noticed over the past several months that many companies are de-listing from NASDAQ and the OTCBB due to various conditions and circumstances, we are pleased that we have moved up on the listing ladder to the OTCBB from the Pink Sheets,” said Edwin G. Marshall, Chief Executive Officer of Medizone.  “We are pleased to take this step to increase the company’s exposure to investors and market makers, enhance liquidity for shareholders and institutions, and bring an added credibility to our common stock,” continued Mr. Marshall.


Medizone International, Inc., is a research and development company engaged in developing its AsepticSure™ technology to decontaminate and sterilize hospital surgical suites, emergency rooms, intensive care units, schools and other critical infrastructure.   Trials conducted at Medizone’s laboratory located in Innovation Park at Queens University have proven very successful and will now proceed to a hospital mock-up followed by hospital beta testing of the production prototype.


This Press Release contains certain forward looking statements that involve substantial risks and uncertainties, including, but not limited to, the results of ongoing clinical studies, economic conditions, product and technology development, production efficiencies, product demand, competitive products, competitive environment, successful testing and government regulatory issues. Additional risks are identified in the company's filings made with the Securities and Exchange Commission.  

 

Investor Relations 800-953-3350 / web site: www.medizoneint.com

E-mail: operations@medizoneint.com








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