SEC Filing Summary: B-Maven, Inc. (Form 8-K)
Business Context and Reporting Period
This Form 8-K was filed on March 9, 2015, by B-Maven, Inc., a Nevada corporation headquartered in Quezon City, Philippines. The filing reports corporate governance actions taken by the Board of Directors and a majority stockholder on the same date. Note: The request metadata references "Iqstel Inc," but the filing text explicitly identifies the registrant as "B-Maven, Inc."
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on capital structure changes rather than operational financial performance.
Material Changes
- Authorized Common Stock Increase: The number of authorized common shares was increased from 100,000,000 to 500,000,000.
- New Preferred Stock Class: The Board designated a new class of Series A Convertible Preferred Stock with an authorization limit of 250,000 shares.
- Voting Rights: Holders of the Series A Convertible Preferred Stock are entitled to 51% of the total votes on matters requiring a stockholder vote.
- Conversion Terms: Series A shares are convertible into common stock at a 40-to-1 ratio.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. No specific risks or contingencies are detailed in the text provided, other than the structural implications of the new preferred stock class which significantly alters voting control.
Key Facts for Investor Verification
- Verify the exact number of Series A Convertible Preferred Stock shares issued versus the 250,000 authorized.
- Confirm the identity of the holder(s) of the Series A stock to understand the 51% voting control shift.
- Review the full text of the Certificate of Designation (Exhibit 3.2) for additional rights, preferences, or liquidation priorities not summarized here.
- Check subsequent filings to determine if the increased common stock authorization has been utilized for issuance.