INFORMATION STATEMENT

SCHEDULE 14C INFORMATION

(Rule 14c-101)

Information Statement Pursuant to Section 14(c)

of the Securities Exchange Act of 1934

Check the appropriate box:

Payment of Filing Fee (Check the appropriate box):

Payment of Filing Fee (Check the appropriate box):

IEG HOLDINGS CORPORATION

3960 Howard Hughes Parkway, Suite 490

Las Vegas, NV 89169

(702) 227-5626

INFORMATION STATEMENT

PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934

Approximate Date of Mailing: ________________, 2018

TO THE STOCKHOLDERS OF IEG HOLDINGS CORPORATION:

WE ARE NOT ASKING YOU FOR A PROXY

AND YOU ARE REQUESTED NOT TO SEND US A PROXY

THIS IS NOT A NOTICE OF A MEETING OF STOCKHOLDERS AND NO STOCKHOLDERS’ MEETING WILL BE HELD TO CONSIDER ANY MATTER DESCRIBED HEREIN.

This notice and accompanying Information Statement is furnished to the holders of shares of common stock, par value $0.001 per share, of IEG HOLDINGS CORPORATION, a Florida corporation (the “Company”), pursuant to Section 14 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Regulation 14C and Schedule 14C thereunder, in connection with the approval of the action described below (the “Corporate Action”) taken by unanimous written consent of the Board of Directors of the Company and by written consent of the holders of a majority of the voting power of the issued and outstanding capital stock of the Company:

The purpose of this Information Statement is to notify our stockholders that on March 21, 2018, stockholders holding a majority of the voting power of our issued and outstanding shares of common stock executed a written consent approving the Corporate Action. In accordance with Rule 14c-2 promulgated under the Exchange Act, the Corporate Action will become effective no sooner than 20 days after we mail this notice and the accompanying Information Statement to our stockholders.

The written consent that we received constitutes the only stockholder approval required for the Corporate Action under Florida law and the Company’s Articles and bylaws, each as amended. As a result, no further action by any other stockholder is required to approve the Corporate Action and we have not and will not be soliciting your approval of the Corporate Action. Notwithstanding, the holders of our common stock of record at the close of business on March 19, 2018 are entitled to notice of the stockholder action by written consent.

This notice and the accompanying Information Statement are being mailed to our holders of common stock of record as of March 19, 2018 on or about ________________, 2018. This notice and the accompanying Information Statement shall constitute notice to you of the action by written consent in accordance with Rule 14c-2 promulgated under the Exchange Act.

NO VOTE OR OTHER ACTION OF THE COMPANY’S STOCKHOLDERS IS REQUIRED IN CONNECTION WITH THIS INFORMATION STATEMENT. WE ARE NOT ASKING FOR A PROXY AND YOU ARE NOT REQUESTED TO SEND US A PROXY.

__________________, 2018

IEG HOLDINGS CORPORATION

Information Statement Pursuant to Section 14C

of the Securities Exchange Act of 1934

This Information Statement is being mailed on or about ____________, 2018, to all holders of record on March 19, 2018, of the $0.001 par value common stock of IEG Holdings Corporation, a Florida corporation (the “Company”), in connection with the vote of our Board of Directors and the approval by written consent of the holders of a majority of the voting power of our issued and outstanding capital stock to amend our amended and restated articles of incorporation, as amended (the “Articles”), to change our corporate name from IEG Holdings Corporation to Mr. Amazing Loans Corporation (the “Amendment”).

Currently, the Company has authorized 300,000,000 shares of common stock. As of March 19, 2018, there were 634 stockholders of record of our common stock and 17,463,449 shares of our common stock were issued and outstanding. Each share of our common stock has one vote per share.

On March 21, 2018, Paul Mathieson, our Chief Executive Officer and sole director, approved the change of our corporate name from IEG Holdings Corporation to Mr. Amazing Loans Corporation (the “Name Change”) and the Amendment. Subsequent to our sole director’s approval of the Amendment, the holders of a majority of the voting power of our voting stock, on March 21, 2018 approved, by written consent, the Amendment. The consenting stockholders and their respective approximate ownership percentages of our voting stock, which total in the aggregate approximately 50.18% of the outstanding voting stock, are as follows:

Since our sole director and the holders of a majority of the voting power of the Company’s issued and outstanding shares of capital stock have voted in favor of the Amendment, all corporate actions necessary to authorize the Amendment and the Name Change have been taken.

Pursuant to Rule 14c-2 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Amendment will not be effected until at least 20 calendar days after the mailing of this Information Statement to our stockholders. We expect that the Name Change will be effective on or about ____________, 2018 (the “Effective Date”). Our sole director retains the authority to abandon the Name Change for any reason at any time prior to the Effective Date. Because the Name Change has already been approved by holders of a majority of our outstanding shares of common stock, you are not required to take any action. This Information Statement provides to you notice that the Amendment and the Name Change have been approved. You will receive no further notice of the approval nor of the Effective Date of the Name Change other than pursuant to reports which we will be required to file with the Securities and Exchange Commission in the future.

Our common stock is traded over the counter on the OTCQB under the symbol IEGH. On March 20, 2018, the closing price for our common stock as reported on the OTCQB was $0.27 per share with respect to an insignificant volume of shares. We expect that our stock symbol will be changed from “IEGH” to “MRAL” in connection with the Name Change. Any symbol change must be approved by the Financial Industry Regulatory Authority (“FINRA”).

WE ARE NOT ASKING YOU FOR A PROXY

AND YOU ARE REQUESTED NOT TO SEND US A PROXY

APPRAISAL RIGHTS

Stockholders do not have appraisal rights under Florida state law or under our Articles or By-laws in connection with the Amendment.

AMENDMENT AND NAME CHANGE

General

Our sole director and stockholders representing a majority of the voting power of our capital stock have taken action by written consent to authorize our board of directors to effect the Amendment. Our board of directors has discretion to abandon the Amendment prior to its effectiveness.

Reasons for Proposed Amendment

Our sole director’s reason for approving and recommending the Name Change is to align the Company’s consumer brand (Mr. Amazing Loans) with the Company’s corporate name.

Potential Effects of Proposed Amendment

The Name Change will affect all holders of our common stock uniformly. The Name Change is not intended to, and will not, affect any stockholder’s percentage ownership interest in our company.

The Name Change will not change the terms of our common stock. After the Name Change, the shares of our common stock will have the same voting rights and rights to dividends and distributions and will be identical in all other respects to our common stock now authorized. Our common stock will remain fully paid and non-assessable. In addition, we plan to change our stock symbol and CUSIP number as a result of the Name Change. Stockholders will not be requested to surrender for exchange any stock certificates they hold. On and after the Effective Date of the Amendment and the Name Change, the stock certificates representing the pre-Amendment shares will continue to be valid. Following the Effective Date of the Amendment and the Name Change, newly issued stock certificates bear the Company’s new name, but this will not affect the validity of stock certificates already outstanding.

Procedure for Effecting the Amendment and the Name Change

Pursuant to Rule 14c-2 promulgated under the Exchange Act, the Amendment will not be effected until at least 20 calendar days after the mailing of this Information Statement to our stockholders. The Amendment has been filed with the Florida Secretary of State. However, because the common stock is quoted on the OTC Markets, the Name Change requires processing by FINRA, as well, pursuant to Rule 10b-17 of the Exchange Act in order for the Name Change to be recognized in the market for trading purposes. We expect to receive FINRA’s clearance prior to the expiration of the Rule 14c-2 20-day waiting period, and we expect that the Name Change will be effective on or about ____________, 2018.

Accounting Matters

The proposed Amendment will not affect the par value of our common stock. As a result, on the Effective Date, the stated capital on our balance sheet attributable to our common stock will not be affected.

Certain Federal Income Tax Consequences of the Name Change

The will be no material U.S. federal income tax consequences of the Name Change to holders of our common stock.

Dissenters’ Rights

Under Florida law, stockholders will not be entitled to dissenters’ rights with respect to the proposed Amendment to effect the Name Change and we do not intend to independently provide stockholders with such rights.

The form of the proposed Amendment necessary to effect the Name Change is attached hereto as Appendix A .