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STOCKHOLDERS EQUITY
12 Months Ended
Dec. 31, 2014
STOCKHOLDERS EQUITY  
STOCKHOLDERS EQUITY

NOTE 7 - STOCKHOLDERS EQUITY

 

Common Stock

 

The share exchange agreement between NutraLiquids, LLC as the accounting acquirer and Ehouse as the legal acquirer effective April 30, 2013 resulted in the retroactive recognition of the common stock issuance of Ehouse on inception of the business on December 14, 2010.

 

On May 3, 2012, the Company received a $20,000 contribution to capital from an existing shareholder for no additional shares.

 

On July 19, 2013, the Company issued 1,000,000 shares of common stock in connection with an agreement with a finance corporation to actively seek additional financing for the Company. As there was no active trading market for the Company’s shares, the share issuance was reflected at par value of $1,000.

 

On March 19, 2014, the Company entered into a consulting agreement for the consultant to provide the Company general consulting services which would include financing introductions, business development opportunities and general marketing activities. In connection with this agreement, during year ended 2014, the Company issued 5000 shares values at $ 62,500. The fair value of the stock issuance was based upon the quoted closing price on the date of issuance.

 

In September of 2014, the Company issued 400,000 shares of common stock for cash in the amount of $22,127.

 

Throughout the year ended December 31, 2014, the company issued shares of common stock totaling 11,692,733 shares in conversion of convertible debt.

 

Series A Preferred Shares

 

On March 18, 2014, the Board of Directors of Ehouse Global, Inc. (the “Company”) determined that it was in the best interests of the Company to file a Certificate of Designation that authorized the issuance of up to five hundred thousand (500,000) shares of a new series of preferred stock, par value $0.001 per share, designated “Series A Preferred Stock” for which the Board of Directors established the rights, preferences and limitations thereof. The Board of Directors authorized the Series A Preferred Stock pursuant to the authority given in the Articles of Incorporation, which authorizes the issuance of up to two hundred fifty one million (251,000,000) shares of authorized stock, par value $0.001 per share, and authorizes the Board, by resolution, to establish any or all of the unissued shares of preferred stock, not then allocated to any series into one or more series and to fix and determine the designation of each  such shares, the number of shares which shall constitute such series and certain preferences, limitations and relative rights of the shares of each series so established. The Certificate of Designation was filed as an amendment to the Articles of Incorporation with the State of Nevada on March 18, 2014.

 

Each holder of outstanding shares of Series A Preferred Stock shall be entitled to five hundred (500) votes for each share of Series A Preferred Stock held on the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company.

 

The summary of the rights, privileges, and preferences of the Series A Preferred Stock described above is qualified in its entirety by reference to the Articles of Amendment, a copy of which is attached as Exhibit 3.1 to this report and is incorporated herein by reference.

 

Series B Preferred Shares

 

On November 3, 2014, the Board of Directors of Ehouse Global, Inc. (the “Company”) determined that it was in the best interests of the Company to file a Certificate of Designation that authorized the issuance of up to one hundred thousand (100,000) shares of a new series of preferred stock, par value $0.001 per share, designated “Series B Preferred Stock” for which the Board of Directors established the rights, preferences and limitations thereof. The Board of Directors authorized the Series B Preferred Stock pursuant to the authority given in the Articles of Incorporation, which authorizes the issuance of up to two billion five hundred million (2,500,000,000) shares of authorized stock, par value $0.001 per share, and authorizes the Board, by resolution, to establish any or all of the unissued shares of preferred stock, not then allocated to any series into one or more series and to fix and determine the designation of each  such shares, the number of shares which shall constitute such series and certain preferences, limitations and relative rights of the shares of each series so established.

 

Each holder of outstanding shares of Series B Preferred Stock shall be entitled to one million (1,000,000) votes for each share of Series B Preferred Stock held on the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company.

 

The summary of the rights, privileges, and preferences of the Series B Preferred Stock described above is qualified in its entirety by reference to the Articles of Amendment, a copy of which is attached as Exhibit 3.1 to this report and is incorporated herein by reference.

 

Amendment to Articles of Incorporation

 

On March 19, 2014, the Company filed an amendment to the Company’s articles of incorporation with the Secretary of State of the State of Nevada, to increase the Company’s authorized common stock from two hundred fifty million (250,000,000) shares of common stock, par value $0.001 per share, to seven hundred fifty million (750,000,000) shares of common stock, par value $0.001 per share, a copy of which is attached as Exhibit 3.2 to this report and is incorporated herein by reference.

 

On June 25, 2014, the Company filed an amendment to the Company’s articles of incorporation with the Secretary of State of the State of Nevada, to increase the Company’s authorized common stock from two seven hundred fifty million (750,000,000) shares of common stock, par value $0.001 per share, to two billion, five hundred million (2,500,000,000) shares of common stock, par value $0.001 per share.

 

On December 15, 2014, the Company filed an amendment to the Company’s articles of incorporation with the Secretary of State of the State of Nevada, to increase the Company’s authorized common stock from two billion, five hundred million (2,500,000,000) shares of common stock, par value $0.001 per share, to five billion (5,000,000,000) shares of common stock, par value $0.001 per share.

 

Unregistered Sale of Equity Securities   

 

On March 18, 2014, the Company issued an aggregate of 500,000 shares of Series A Preferred Stock to Mr. Scott Corlett, the Company’s President, Chief Executive officer, Secretary and Treasurer, in consideration for services rendered to the Company, including for and as incentive to continue to assist and provide services to the Company.  As a holder of outstanding shares of Series A Preferred Stock, Mr. Corlett is entitled to five hundred (500) votes for each share of Series A Preferred Stock held on the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company.

 

The shares of preferred stock described above were not registered under the Securities Act of 1933 and are restricted securities. The shares were issued pursuant to the registration exemption afforded the Company under Section 4(2) of the Securities Act due to the fact that Mr. Corlett is the Chief Executive Officer and a Director of the Company. Mr. Corlett acquired these shares for his own accounts.  The certificates representing these shares will bear a restricted legend providing that they cannot be sold except pursuant to an effective registration statement or an exemption from registration.