Additional Proxy Soliciting Materials (definitive) (defa14a)
December 08 2022 - 3:15PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
Proxy
Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended
Filed
by the Registrant ☒
Filed
by a Party other than the Registrant ☐
Check
the appropriate box:
☐ |
Preliminary
Proxy Statement |
☐ |
Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
☐ |
Definitive
Proxy Statement |
☒ |
Definitive
Additional Materials |
☐ |
Soliciting
Material under Section 240.14a-12 |
AGRIFORCE
GROWING SYSTEMS, LTD.
(Name
of Registrant as Specified in its Charter)
(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check all boxes that apply):
☒ |
No
fee required |
☐ |
Fee
paid previously with preliminary materials |
☐ |
Fee
computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
As
of 2:30 PM ET on December 8, 2022, AgriForce Growing Systems, Ltd. (the “Company”) had not received the requisite number
of its common shares voted to constitute a quorum (i.e.: 46.87% of the shares voted, and the quorum is 50.1%) to hold the Special Meeting
of Shareholders (the “Meeting”) scheduled to take place today. Therefore, under Section 11.7 of the Company’s Charter
(the “Section”), the Meeting is postponed for seven (7) days and will take place on Thursday, December 15, 2022, at the same
time and place as scheduled for today. Under the Section, the quorum for holding the Meeting shall be reduced to the number of common
shares present by person and in proxy at the Meeting, which so long as the quorum is at least 33-1/3%, complies with Nasdaq Rules (which
is anticipated as the current percent of shares present by person or proxy is 46.87%). At the postponed Meeting, the Company’s
common shareholders shall vote to approve the same matters as stated in the Company’s Definitive Proxy Statement filed with the
SEC on November 7, 2022.
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