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):
March 31, 2015
MedClean Technologies, Inc.
(Exact name of registrant as specified in its
charter)
| Delaware |
|
000-03125 |
|
21-0661726 |
| (State or other jurisdiction |
|
(Commission |
|
(I.R.S. Employer |
| of incorporation) |
|
File Number) |
|
Identification Number) |
57 S Commerce Way, Suite 310
Bethlehem, PA 18017
(Address of principal executive offices, including
zip code)
1-888-777-4077
(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:
[_] 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 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
12(K) Suspension for the period commencing at 9:30 a.m. EDT on February
25, 2015 and terminating at 11:59 p.m. EST on March 10, 2015. The Commission temporarily suspended trading in the securities of
the Registrant's common equity due to a lack of current and accurate information about the companies because they have not filed
certain periodic reports with the Commission. This order was entered pursuant to Section 12(k) of the Securities Exchange Act of
1934 (Exchange Act). The Company has not responded to the Commission nor OTC Markets, however, management intends to use its best
efforts to bring its financial statements current and file them as soon as practicable.
Item 3.03 Material Modification to Rights of Security Holders.
On March 21, 2015, MedClean Technologies,
Inc. (the “Corporation”) by Unanimous Written Consent of the Board of Directors and Consent to Action by
a Simple Majority of the Shareholders of MedClean Technologies, Inc. the following Material Modifications were enacted:
1) The cancellation of
all Classes of Preferred Stock shares including all shares issued and outstanding of the Series D Preferred Stock which was authorized
by the Board of Directors on January 3, 2013 and held by certain officers and directors. Those shares had certain rights,
among other things, such as, each one (1) share of the Series D Preferred shall have voting rights equal to (x) 0.019607 multiplied
by the total issued and outstanding shares of Common Stock eligible to vote at the time of the respective vote. The foregoing
description of the Series D Preferred Stock and Certificate of Designation is incorporated herein in by reference and was filed
with the Commission January 3, 2013 and can be obtained through EDGAR.
2) The authorization for
the newly appointed Officers and Directors to create a new Class of "Stated Value Convertible Preferred” shares and
the designation and terms of which shall be filed with the State of Delaware as soon as possible and a copy of which is attached
hereto as Exhibit 4 and incorporated herein in its entirety by reference.
Item 5.01 Changes in Control of Registrant.
On March 21, 2015, MedClean Technologies,
Inc. (the “Corporation”) by Unanimous Written Consent of the Board of Directors and Consent to Action by
a Simple Majority of the Shareholders of MedClean Technologies, Inc. a Change in managerial Control of the Registrant occurred
as a result of a vote by both the Board of Directors and a Simple Majority of the Shareholders whereby Donald Mack was appointed
Chairman, Director, Chief Executive Officer, President and Corporate Secretary of the Company and Mr. Phil Allen was appointed
Director, Vice President and Treasurer of the Company. In addition shares of Class A Voting Common stock was issued to Mr. Mack
and Mr. Allen in the amounts of 134,050,000 and 57,450,000 shares respectively, which further resulted in a change in the voting
control.
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors, Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of the Chief Executive Officer and President,
Chairman and Directors
Effective March 21, 2015, Mr. John Accardi,
Mr. Jay Bendis and Mr. David Laky resigned from their positions as Chief Executive Officer and Director; Chairman and Director;
and Director, respectively, of MedClean Technologies, Inc. (the “Company”). The resignations of Mr. John Accardi, Mr.
Jay Bendis and Mr. David Laky are not the result of any disagreement with the Company on any matter relating to the Company’s
operations, policies or practices. Copies of Mr. John Accardi, Mr. David Laky and Mr. Jay Bendis resignation letters are attached
hereto as Exhibit 17 and incorporated herein in its entirety by reference.
Appointment of Chief Executive Officer, Corporate Secretary, Chairman of the Board, Vice President Treasurer and Directors
Effective March 21, 2015 Mr. Donald Mack was appointed as Chairman, Director, Chief Executive Officer and President of the Company
and Mr. Phil Allen was appointed Director, Vice President and Treasurer of the Company by Unanimous Written Consent of the Board
of Directors and Consent to Action by a Simple Majority of the Shareholders of MedClean Technologies, Inc..
Donald Mack, age 57, Chief Executive Officer, President, Chairman, Director and Corporate Secretary
Donald Mack, age 57, previously to MedClean Technologies, Inc. has help the position of Chief Executive Officer and Director of
three public companies, Child Care Centers of North America, Inc. (Ticker:CCCNA) from 1991-1993; ComTec International Inc. (Ticker:YRLS)
from 1994 - 1998, and is currently the Chief Executive Officer and Director of DMC Beverage Corp., since December 1, 2012. From
2002 to 2012, Mr. Mack was the Chief Executive Officer of Destiny Media Corp. In 2009, he was a loan modification officer for Loan
Modification Solutions & US Loan Modifications. From January 2012 through May 2012, he worked for Metal Building Outlet a steel
building company. In 2003 Mr. Mack was charged with tax evasion that resulted in a felony. Mr. Mack attended Red Rocks Community
College in Colorado in 1982 with a focus on Solar Engineering and from Marin Community College in 2011 with a focus on Real Estate.
Phillip Allen, age 66, Vice President,
Treasurer and Director
Phillip Allen previously to MedClean
Technologies, Inc. has been and Officer and Director of several public companies. He held the position of Chief Executive Officer,
President and Chairman of our Board of Director of Walker Lane Exploration Inc. (Ticker:GSPN) from July 23, 2013 through November
3, 2014. He was Chief Executive Officer of China Wi-Max Communications – (Ticker: CHWM) from 2006 - 2010; Investor Relations
Consultant – 2004-2006 of LifeLine Nutracuticles, (Ticker: LFLT.OB) and Chief Executive Officer of China Wireless Communications,
(Ticker: CWLC.OB) from 2002 - 2003. Mr. Allen has over 25 years of varied experience structuring, staffing, managing and helping
to fund start up and development stage companies. He has served as President, CEO and Chairman of fully reporting companies he
has helped take public on the Over the Counter Bulletin Board. Since February of 2007, Mr. Allen has served as Founder and President
of Strategic Development Partners, a boutique capital consulting firm targeting start-up and development stage companies seeking
funding, strategic development planning and marketing assistance. Mr. Allen has, for over two decades, provided leadership to start-up
companies as a senior management, founder or consultant. Mr. Allen has a BS and a BA in business, education and philosophy from
Central Michigan University (CMU), and MA in General Educational Administration from CMU in 1980 and has completed doctoral work
in labor and industrial relations at Michigan State University.
Family Relationships
Mr. Mack and Mr. Allen do not have a family relationship with any of the current officers or directors of the Company.
Related Party Transactions
There are no related party transactions reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Item 5.07 Submission of Matters to
a Vote of Security Holders.
On March 21, 2015, MedClean Technologies,
Inc. (the “Corporation”) by Unanimous Written Consent of the Board of Directors and Consent to Action by
a Simple Majority of the Shareholders of MedClean Technologies, Inc. the following action were enacted to cancel certain Promissory
Notes, Options and Warrants, Authorization of Reverse Split, and the Issuance of Class A Voting Common Shares:
1) The cancellation of
certain Promissory Notes approved January 2014 and held by certain current or former Officers, Directors and Employees, and that
the Board hereby be authorized to cancel those instruments.
2) The cancellation of
certain Options and Warrants to current or former Officers, Directors and Employees were cancelled by the Board of Directors.
3) The authorization to
effect a reverse split of the Company’s shares of up to Five Hundred for One (500:1) at any time within the next 12 months.
The Board of Directors shall not be obligated to effect any reverse split, however in the event of any potential future transaction(s)
which the Company might enter into, including but not limited to: a proposed a business combination; an acquisition agreement;
a definitive merger agreement; a change in control of any form; the Board may in its sole discretion enact a reverse split.
4) The authorization for
the issuance of shares of Class A Voting Common stock in the following amounts to the following former Officers and individuals:
John Accardi, 35,000,000 shares; Jay Bendis, 20,000,000 shares; David Laky, 10,000,000 shares and Cheryl Sadowski, 5,000,000 shares.
Item 9.01 Financial Statements and Exhibits
| Exhibit No. |
|
Description |
| |
|
|
| EX-4 |
|
Designation for Series E Stated Value Redeemable Convertible
Preferred |
| |
|
|
| EX-17 |
|
Resignations of Officers and Directors David Laky, John
Accardi and Jay Bendis |
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.
| |
MEDCLEAN TECHNOLOGIES, INC. |
| |
|
|
| Date: March 31, 2015 |
By: |
/s/ Donald Mack |
| |
Name: |
Donald Mack |
| |
Title: |
Chief Executive Officer |
Exhibit 4
CERTIFICATE OF DESIGNATION
OF
SERIES E
STATED VALUE REDEEMABLE
CONVERTIBLE PREFERRED STOCK
OF
MEDCLEAN TECHNOLOGIES, INC.
MedClean Technologies, Inc., a corporation organized and existing
under the laws of the State of Delaware (the “Corporation”), hereby certifies that the following resolution was adopted
by the Board of Directors of the Corporation (the “Board”) on March 24, 2015 in accordance with the provisions of its
Articles of Incorporation (as may be amended from time to time, the “Articles of Incorporation”) and bylaws. The authorized
series of the Corporation’s previously authorized preferred stock shall have the following designations, rights, preferences,
privileges, powers and restrictions thereof, as follows:
FIRST: That, pursuant to the following resolution of the Board
of Directors adopted by unanimous consent in lieu of a meeting, a series of Preferred Stock was approved by the Board of Directors
on behalf of the Company and the relative rights and preferences of such series of Preferred Stock was fixed and established as
follows:
RESOLVED, Pursuant to authority granted under the Company's
Articles of Incorporation, as amended, the Board of Directors hereby approves the designation of a series of Preferred Stock of
the Company to be known as "Series E Stated Value Redeemable Convertible Preferred Stock"; and further
RESOLVED, the Board of Directors hereby ratifies and approves
the following rights, preferences of the Series E Stated Value Redeemable Convertible Preferred Stock:
SERIES E STATED VALUE REDEEMABLE CONVERTIBLE
PREFERRED STOCK
1. The number of shares constituting the Series E Stated Value
Redeemable Convertible Preferred Stock shall be 20,000,000, (Twenty Million) which may be issued in such amounts as shall be determined
by the Board of Directors in accordance with the provisions of this Certificate.
2. The series shall be designated Series E Stated Value Redeemable
Convertible Preferred Stock with a par value of $.0001 per share and an "Issue Price" of $0.01 (One Cent) per share.
3. Holders of the Series E Stated Value Redeemable Convertible
Preferred Stock shall not be entitled to dividends, except as may accrue to holders of the Corporation's Common Stock following
any conversion of the Series E Stated Value Redeemable Convertible Preferred Stock.
4. In the event of any liquidation, dissolution or winding-up
of the affairs of the Corporation, whether voluntary or involuntary, the holder of the Series E Stated Value Redeemable Convertible
Preferred Stock shall be not be subordinate to any Series of Preferred Stock, as all previously authorized and/or issued shares
of all classes of Preferred Stock has either expired or been cancelled pursuant to the Unanimous Written Consent Of The Board Of
Directors And Consent To Action By A Simple Majority Of The Shareholders Of Medclean Technologies, Inc. dated March 21, 2015, but
shall be entitled to, before any assets of the Corporation shall be distributed among or paid over the holders of the Common Stock
or any other Preferred Stock, to be paid $0.01 (One Cent) per share of Series E Stated Value Redeemable Convertible Preferred Stock.
If upon voluntary or involuntary liquidation, dissolution or winding-up of the Corporation, the amounts payable with respect to
the Series E Stated Value Redeemable Convertible Preferred Stock are not paid in full, the holders will share ratably in such distribution
of assets in proportion to the full respective preferential rights to which they are entitled. After payment of the full amount
of liquidating distribution to which they are entitled, the holders of the Series E Stated Value Redeemable Convertible Preferred
Stock will not be entitled to any further participating in any distribution of assets of the Corporation. In the event of any authorization
of a new series of Preferred Stock, other than the Series E Stated Value Redeemable Convertible Preferred Stock, having liquidation
preferences, the shares having liquidation preferences shall be subordinate to and not be entitled to share in any distributions
accruing to the Series E Stated Value Redeemable Convertible Preferred Stock until the holder of the Series E Stated Value Redeemable
Convertible Preferred Stock shall have received the full distribution to which it is entitled under this paragraph 4. After the
making of full payment of liquidation preferences to the holders of the Series E Stated Value Redeemable Convertible Preferred
Stock, the remaining assets of the Corporation shall be distributed ratably to any other Preferred Stock having liquidation preferences
in accordance with their priorities and then ratably among the holders of the Common Stock and any other series of Preferred Stock
without liquidation preferences.
5.(a) The holder of the shares of the Series E Stated Value
Redeemable Convertible Stock shall have the right, at its option, at any time and from time to time, on any business day, to convert,
subject to the terms and provisions of this section ("Conversion") (including any adjustment), all (but not less than
all) of the shares of the Series E Stated Value Redeemable Convertible Preferred Stock into a number of shares of fully paid and
non-assessable whole share of Common Stock determined on the basis of the formula set forth below in ("Convertible Formula")
Section 5.(b). Only whole shares of Series E Stated Value Redeemable Convertible Preferred Stock may be converted and only whole
shares of Common Stock may be issued as a result of any Conversion; provided, that an equivalent cash payment (as determined by
the board of directors of the Corporation) shall be made in lieu of any fractional share of Common Stock to which the holder would
be entitled upon conversion of the Series E Stated Value Redeemable Convertible Preferred Stock.
(b) The number of shares of Common Stock
to be issued upon Conversion of the Series E Stated Value Convertible Preferred Stock shall be equal to the greater of: (i) the
bid price of the Common stock on the date Conversion actually takes place (the "Conversion Date") and as quoted by NASDAQ,
the OTC Markets or any other such Exchange that the Corporation's Common Shares might be traded; OR (ii) the Issue Price of $0.01
(One Cent) per share. Any Conversion contemplated can only be made at the great of the two values stated herein this section.
(c) In order to convert shares of the
Series E Stated Value Redeemable Convertible Preferred Stock into Common Stock, the holder thereof shall deliver the stock certificates
representing the Shares to be converted to the Corporation at its then principal office, accompanied by not less than 30 days advance
written notice ("Conversion Notice") that it elects to convert the shares represented thereby into shares of Common Stock
in accordance with the provisions of this paragraph 5. Said Conversion Notice shall specify to whom the certificate shall be made
and delivered. However, at all times prior to the Conversion Date (hereinafter defined), the Company shall have the first right
to redeem the Series E Stated Value Redeemable Convertible Preferred Stock for an amount equal to the number of shares then multiplied
by the issue price of $0.01 (One Cent) per share. In the event the Company elects not redeem any shares of Series E Stated Value
Redeemable Convertible Preferred Stock giving Conversion Notice, then the Company shall issue an amount of Common shares based
upon the Conversion Formula on the Conversion Date.
(d) No later than thirty (30) days after
the Conversion Notice ("Conversion Date"), accompanied by a duly completed and executed Conversion Notice, the Corporation
shall deliver or cause to be delivered to the holder, certificates representing the whole number of fully paid and non-assessable
shares of Common Stock of the Corporation into which said shares are being converted. Such conversion shall be deemed to have
been made immediately following the close of business on the date that such shares, accompanied by the duly completed and executed
Conversion Notice, shall have been duly surrendered for conversion as herein provided, so that the holder entitled to receive
the shares of Common Stock upon conversion of the Series E Stated Value Redeemable Convertible Preferred Stock shall at such time
be treated for all purposes as having become the record holder of such shares of Common Stock immediately following the close
of business on such date and the rights of the holder of such converted shares, as such holder, shall cease at such time. The
issuance of certificates for shares of Common Stock upon the conversion shall be made without charge to the holder of the converted
shares for any stock transfer or issue tax on respect of the surrender of shares for conversion, or the issuance of such certificates
for the shares receivable on conversion. Converted shares shall be canceled and shall not be issued. The Corporation shall at
all times reserve and keep available out of its authorized but unissued shares of Common Stock a sufficient number of shares for
the purpose of effecting the conversion of exchange for the Series E Stated Value Redeemable Convertible Preferred Stock then
deliverable upon the conversion of exchange of the entire Series E Stated Value Redeemable Convertible Preferred Stock at the
that time outstanding.
(e) The Conversion Rate shall be subject to adjustment from time to time as follows:
(i) If at any time after the date hereof
the Corporation shall effect a reorganization, shall merge with or consolidate into another corporation, or shall sell, transfer
or otherwise dispose of all or substantially all of its property, assets or business, and pursuant to the terms of such reorganization,
merger, consolidation or disposition of assets, shares of stock or other securities, property or assets of the corporation (or
the successor, transferee or affiliate of the corporation) or cash are to be received by or distributed to the holders of Common
Stock, then the holders of the Series E Stated Value Redeemable Convertible Preferred Stock shall have the right thereafter to
receive, upon conversion thereof, the number of shares of stock or other securities, property or assets of the corporation (or
the successor, transferee or affiliate of the corporation,) or cash receivable upon or as a result of such reorganization merger,
consolidation or disposition of assets by a holder of the number of shares of Common Stock into which such Series E Stated Value
Redeemable Convertible Preferred Stock was convertible immediately prior to such event and the corporation shall make lawful provision
therefore as part of such transaction. The provisions of this subdivision (i) shall similarly apply to successive reorganizations,
mergers, consolidations or dispositions of assets.
(ii) In the event the outstanding of Common
Stock of the Corporation shall be combined or consolidated, by reclassification of otherwise, to a lesser number of shares without
a corresponding combination or consolidation with respect to the Series E Stated Value Redeemable Convertible Preferred Stock,
the Conversion Formula in effect immediately prior to such combination or consolidation shall, be proportionately decreased. Conversely,
in the event the outstanding shares of Common Stock shall be split into a greater number of shares or the Corporation shall declare
a dividend with respect to Common Stock without a corresponding split with respect to the Series E Stated Value Redeemable Convertible
Preferred Stock, the Conversion Formula in effect immediately prior to such action shall, concurrently with the effectiveness of
such dividend or stock split, be proportionately increased.
(iii) Whenever the Conversion Rate shall
be adjusted pursuant to this paragraph 5(e), the Corporation shall forthwith obtain, and cause to be delivered to the holders of
the Series E Stated Value Redeemable Convertible Preferred Stock, a certificate signed by the President, Vice President or Treasurer
of the Corporation, setting forth in reasonable detail the event requiring the adjustment and the method by which such adjustment
was calculated and specifying the new Conversion Rate. In the case referred to in subdivision (I), such a certificate shall be
issued describing the amount and kind of stock, securities, property or assets or cash which shall be receivable upon conversion
of the Series E Stated Value Redeemable Convertible Preferred Stock after giving effect to the provisions of such subdivision (I).
(f) In case any time the Corporation shall offer for subscription
pro rata to the holders of its Common Stock in any additional shares of stock of any class or other rights, and in each event,
the Corporation will mail or cause to be mailed to the holder of Series E Stated Value Redeemable Convertible Preferred Stock a
notice specifying the date on which any such record is to be taken for the purpose of distribution of such subscription right,
and stating the amount and character of such subscription right. Such notice shall be mailed at least twenty (20) days prior to
the date therein specified in lawful and practicable.
6. The Series E Stated Value Redeemable Convertible Preferred
Stock and the shares of Common Stock issuable on conversion thereof may not be transferred without prior compliance with the Securities
Act of 1933 and restrictive legends to such effect may be placed upon and stop transfer orders issued with respect to the stock
certificates representing such shares.
7. At any time during which the Series E Stated Value Redeemable
Convertible Preferred Stock shall be outstanding, including any Conversion Notice period as defined in paragraph 5, the Corporation
shall be entitled to redeem the stock upon thirty (30) days advance written notice to the then holder of the Series E Stated Value
Redeemable Convertible Preferred Stock. Upon the redemption date, which shall not be less than thirty (30) days and no more than
forty (40) days after such notice ("Redemption Date"), the Company shall have the right to redeem the Series E Stated
Value Redeemable Convertible Preferred Stock for an amount equal to the number of shares then outstanding multiplied by the issue
price of $0.01 (One Cent) per share. Such notice of redemption shall require the holder of the Series E Stated Value Redeemable
Convertible Preferred Stock to surrender to the Corporation on the Redemption Date, a certificate representing the Series E Stated
Value Redeemable Convertible Preferred Stock. Notwithstanding the fact that the certificate may not be surrendered for redemption
and cancellation, upon the Redemption Date, the Series E Stated Value Redeemable Convertible Preferred Stock shall be deemed to
be expired and all rights of the holder shall cease and terminate, other than the right to receive the redemption price of $0.01
(One Cent) for each share of Series E Stated Value Redeemable Convertible Preferred Stock. Notwithstanding notice of the Corporation's
right to redeem, the holder shall have the right to convert the Series E Stated Value Redeemable Convertible Preferred Stock into
Common Stock at the primary Conversion Formula set forth above, until the Redemption Date, following which the right to convert
shall expire and be of no further force or effect.
8. Except as otherwise permitted by the applicable provisions
of the Act, holders of the Series E Stated Value Redeemable Preferred Stock shall not be entitled to voting rights or notice of
any matter proposed to be submitted by the Corporation to its shareholders for consideration.
9. Any notices required or permitted to be given under the
terms hereof shall be sent by prepaid certified or registered mail (return receipt requested), or delivered personally, by nationally
recognized overnight carrier or by confirmed facsimile transmission, and shall be effective five (5) days after being placed in
the mail, if mailed, or upon receipt or refusal of receipt, if delivered personally, by nationally recognized overnight carrier
or confirmed facsimile transmission, in each case addressed to a party as set forth below, or such other address and telephone
and fax number as may be designated in writing hereafter in the same manner as set forth in this Section.
If to the Corporation:
MedClean Technologies, Inc.
P. O. Box 546
Parker, Colorado 80134
Attention: Donald Mack, Chief Executive Officer
Telephone: 720.206.4411
If to the holder of Series E Stated Value Redeemable Preferred
Stock, to the address listed in the Corporation’s books and records.
IN WITNESS WHEREOF, said MEDCLEAN TECHNOLOGIES, INC. has
caused this Certificate to be signed by Donald G. Mack, its President, and attested by Phillip Allen, its Treasurer, this 29th
day of March, 2015.
MEDCLEAN TECHNOLOGIES, INC.
/s/ Donald G. Mack
By: Donald G. Mack
Donald G. Mack, President
ATTEST:
/s/ Phillip Allen
By: Phillip Allen
Phillip Allen, Treasurer
I hereby verify that I have signed this instrument on behalf
of MedClean Technologies, Inc. and that, to the best of my knowledge and belief, the foregoing is true and correct as of the date
set forth above.
/s/ Donald G. Mack
By: Donald G. Mack, President
| STATE OF COLORADO |
) |
| |
)ss |
| COUNTY OF DOUGLAS |
) |
On this 29th Day of March, 2015 before me appeared Donald
Mack, known personally to be to be the President of MedClean Technologies, Inc., and that he, as such officer, being authorized
so to do, executed the foregoing instrument for the purpose therein contained.
IN WITNESS WHEREOF, I have hereunto set
my hand and official seal.
/s/ Stephanie Ostdahl
Stephanie Ostdahl
Notary Public
My commission expires: 5/20/2017
| |
STEPHANIE BAILEY OSTDAHL
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 19934007278
MY COMMISSION EXPIRES MAY 20, 2017 |
|
I hereby verify that I have signed this instrument on behalf
of MedClean Technologies, Inc. and that, to the best of my knowledge and belief, the foregoing is true and correct as of the date
set forth above.
/s/ Phillip Allen
By: Phillip Allen, Treasurer
| STATE OF COLORADO |
) |
| |
)ss |
| COUNTY OF DOUGLAS |
) |
On this 29th Day of March, 2015 before me appeared Phillip
Allen, known personally to be to be the Treasurer of MedClean Technologies, Inc., and that he, as such officer, being authorized
so to do, executed the foregoing instrument for the purpose therein contained.
IN WITNESS WHEREOF, I have hereunto set
my hand and official seal.
/s/ Stephanie Ostdahl
Stephanie Ostdahl
Notary Public
My commission expires: 5/20/2017
| |
STEPHANIE BAILEY OSTDAHL
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 19934007278
MY COMMISSION EXPIRES MAY 20, 2017 |
|
Exhibit 17
| |
554 N. Church Street |
| |
Charlotte, NC 28202 |
| |
704.348.5668 |
| |
jay@bendis.net |
Dave Laky
March 21, 2015
John Accardi
Chief Executive Officer
MedClean Technologies
John,
I respectfully submit my resignation from the Board
of Directors of MedClean Technologies effective when the Consent Agreement is finalized by all parties with Mr. Donald Mack.
It has been a distinct pleasure to serve on the MedClean
Board and wish the company much success in the future.
I will be available to support the transition for
the company in any way possible.
Best Regards,
/s/ David Laky
David Laky
| |
662 Royer Place |
| |
Atlanta, GA 30342 |
| |
678-643-7476 |
| |
jaccarciiO3@gmai1.com |
John Accardi
March 21,2015
Don Mack
Don,
I respectfully submit my resignation from the Board
of Directors of MedClean Technologies as well as the Position of CEO/President effective when the Consent Agreement is finalized
by all parties with Mr. Donald Mack.
It has been a distinct pleasure to serve on the MedClean
Board and wish the company much success in the future.
I will be available to support the transition for the company
in any way possible.
Best Regards,
/s/ John R. Accardi
John R. Accardi
| |
554 N. Church Street |
| |
Charlotte, NC 28202 |
| |
704.348.5668 |
| |
jay@bendis.net |
Jay S. Bendis
March 21, 2015
John Accardi
Chief Executive Officer
MedClean Technologies
John,
I respectfully submit my resignation from the Board of Directors
of MedClean Technologies effective when the Consent Agreement is finalized by all parties with Mr. Donald Mack.
It has been a distinct pleasure to serve on the MedClean Board
and wish the company much success in the future.
I will be available to support the transition for the company
in any way possible.
Best Regards,
/s/ Jay S. Bendis
Jay S. Bendis