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): February 9, 2015
STEVIA CORP.
(Exact Name of Registrant as Specified in its Charter)
Nevada 000-53781 98-0537233
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
7117 US 31 S
Indianapolis, IN 46227
(Address of Principal Executive Office) (Zip Code)
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Registrant's telephone number, including area code: (888) 250-2566
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))
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.
On February 11, 2015, Stevia Corp., a Nevada corporation (the "Company") received confirmation of the acceptance by the Nevada Secretary of State of the Company's Certificate of Amendment to its Articles of Incorporation (the "Amendment"). The Amendment includes the authorization of 750,000,000 shares of common stock, par value $0.001 per share. As set forth in Item 5.07 below, the Company's shareholders approved the Amendment at a special meeting of shareholders held on February 9, 2015. A copy of the Amendment is filed herewith as Exhibit 3.1 and incorporated herein by reference.
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On February 9, 2015, the Company held a special meeting of shareholders (the "Special Meeting") to approve the Amendment described in Item 5.03 above (the "Proposal"). The Company's Board of Directors previously approved the Proposal subject to shareholder approval.
The presence, in person or by proxy, of the holders of a majority of the total number of shares entitled to vote constituted a quorum for the transaction of business at the Special Meeting. As of the record date, January 2, 2015, there were 198,239,385 shares of the Company's common stock outstanding. At the Special Meeting, there were 152,113,804 shares, or approximately 76.73%, of common stock represented in person or by proxy.
Set forth below are the final voting results for the Proposal submitted to a vote of the shareholders at the Special Meeting. For more information on the Proposal, see the Company's definitive proxy statement on Schedule 14A, as filed with the Securities and Exchange Commission on January 21, 2015 and supplemented January 30, 2015.
Proposal 1: To approve a proposed amendment to our Articles of Incorporation to increase the authorized number of shares of common stock available for issuance from 250,000,000 to 750,000,000 shares of common stock, par value $0.001 per share.
For Against Abstain
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129,058,233 21,402,692 1,652,879
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SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Exhibit Description ----------- ------------------- 3.1 Certificate of Amendment to Articles of Incorporation |
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.
Date: February 11, 2015 STEVIA CORP.
By: /s/ George Blankenbaker
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George Blankenbaker
President
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Exhibit 3.1
ROSS MILLER
Secretary of State
206 North Carson Street, Suite 1
Carson City, Nevada 89701-4520
(775) 684-5708
Website: www.nvsos.gov
Certificate of Amendment
(PURSUANT TO NRS 78.385 AND 78.390)
ABOVE SPACE IS FOR OFFICE USE ONLY
Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)
1. Name of Corporation:
Stevia Corp.
2. The articles have been amended as follows (provide article numbers, if available):
3. Shares. The total number of authorized shares which the Corporation is authorized to issue is 750,000,000 shares of common stock having a par value of $0.001 per share.
3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the articles of incorporation have voted in favor of the amendment is: 65.10%
4. Effective date of filing (optional): Date: Time:
(must be no later than 90 days after the certificate is filed)
5. Signature (Required)
X /s/ George Blankenbaker ------------------------------------- Signature of Officer |
* If any proposed amendment would alter or change any preferences or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote. In addition to the affirmative vote otherwise required of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof.
IMPORTANT: Failure to include any of the above information and submit the proper fees may cause this filing to be rejected.
This form must be accompanied by appropriate fees.