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SCHEDULE 14C INFORMATION
INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
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<S> <C>
[ ] Preliminary Information Statement [ ] Confidential, for Use of
[X] Definitive Information Statement the Commission Only (as
permitted by Rule 14c-5(d)(2))
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SECURITIES RESOLUTION ADVISORS, INC.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
N/A
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(Name of Person(s) Filing Information Statement, if other than Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(4) Date Filed:
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SECURITIES RESOLUTION ADVISORS, INC.
80 Seaview Blvd.
Port Washington, NY 11050
Information Statement Pursuant to Section 14C
of the Securities Exchange Act of 1934
-------------------------
This information statement is being mailed on or about February 19, 1999 to
the holders of record at the close of business on February 16, 1999 of the
shares of common stock, par value $0.001 per share (the "Shares"), of Securities
Resolution Advisors, Inc. a Delaware corporation (the "Company"). You are
receiving this information statement in connection with a proposed amendment
(the "Proposed Amendment") to the Certificate of Incorporation of the Company
(the "Certificate of Incorporation") that would change the name of the Company.
Although the Board of Directors had previously voted to change the Company's
name to Internet Auction, Inc., upon completion of its acquisition, it decided
to change the name to Sales Online Direct, Inc. to better reflect the nature of
the business. The name change will become effective March 11, 1999.
1. Approval of Proposed Amendment. Under Delaware corporation law, the
Proposed Amendment must be approved in writing by the holders of at least a
majority of the voting stock of the Company. Richard V. Singer II and J.
Zhanna Davidov, Robert Bertsch, Richard Clark and Universal Funding, Inc.,
the holders of 59.40% of the Company's Shares, has consented in writing to
the Proposed Amendment. The Proposed Amendment, therefore, has been
approved by the stockholders of the Company, and, effective March 11, 1999,
the name of the Company will be changed to Internet Auction, Inc.. Because
the Proposed Amendment already has been approved, you are not required to
take any action at this time; however, at your option, you may submit a
written consent to the Proposed Amendment to Securities Resolution
Advisors, Inc., 80 Seaview Blvd., Port Washington, NY 11050. This
information statement is your notice that the name change has been
approved; you will receive no further notice when the change becomes
effective.
2. Share Certificates. Following the name change, the Share
certificates you now hold will continue to be valid. In the future, new
Share certificates will contain a legend noting the change in name or will
be issued bearing the new name, but this in no way will affect the validity
of your current Share certificates.
3. Outstanding Voting Securities. At the close of business on February
16, 1999, there were 17,042,228 Shares outstanding. The Shares constitute
the only voting securities of the Company. Each holder of the Shares is
entitled to cast one vote for each Share held at any meeting of
shareholders.
(a) Security Ownership of Certain Beneficial Owners.
Name and Address of Amount and Nature of Percent
Title of Class Beneficial Owner Beneficial Ownership of Class
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Common Stock Richard V. Singer II 6,500,000 38.14%
80 Seaview Blvd.
Port Washington, NY 11050
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Common Stock J. Zhanna Davidov 1,000,000 5.87%
80 Seaview Blvd.
Port Washington, NY 11050
Common Stock Robert Bertsch 500,000 2.93%
80 Seaview Blvd.
Port Washington, NY 11050
Common Stock Richard Clark 422,000 2.48%
1165 E. 24th Place
Tulsa, OK 74114
Common Stock Universal Funding, Inc. 1,700,000 9.98%
c/o G. David Gordon
7633 East 63rd Place, Ste. 210
Tulsa, OK 74133
4. WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO
SEND US A PROXY.
5. (a) No director or officer of the Company or nominee for
election as a director of the Company or associate of any director or
officer of the Company has a substantial interest in the Proposed
Amendment.
(b) No director of the Company has informed the Company in
writing that such director intends to oppose the adoption of the
Proposed Amendment.
6. No security holder entitled to vote at a meeting or by written
consent has submitted to the Company any proposal.
/s/ Richard Singer
Richard Singer, President
