SCHEDULE 14A
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities and Exchange Act of 1934
(Amendment No. __)
Filed by the Registrant [X]
Filed by Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to ss.240-11(c) or ss.240.14a-12
Autoeye, Inc.
(Name of Registrant as Specified in Its Charter)
William T. Hart - Attorney for Registrant
(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box):
[ ] $500 per each party to the controversy pursuant to Exchange Act Rule
14a-6(i)(3)
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) 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:
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4) Proposed maximum aggregate value of transaction:
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[ ] 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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2) Form, Schedule or Registration No.:
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3) Filing Party:
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4) Date Filed:
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AUTOEYE, INC.
#6-2150 Bowen Road
Nanaimo, British Columbia
Canada V9F 1H7
(250) 758-0665
NOTICE OF SPECIAL MEETING OF
SHAREHOLDERS TO BE HELD FEBRUARY 25, 2000
Notice is hereby given that a special meeting of the shareholders of
Autoeye, Inc. (the "Company") will be held at the Company's offices, Suite 1650,
200 Burrard Street, Vancouver, British Columbia, Canada on February 25, 2000, at
9:00 a.m., for the following purpose:
(1) to change the name of the Company to forestindustry.com, Inc..
To transact such other business as may properly come before the
meeting.
The Board of Directors has fixed the close of business on February 9, 2000
as the record date for the determination of shareholders entitled to notice of
and to vote at such meeting. Shareholders are entitled to one vote for each
share held. As of February 9, 2000, the Company had 14,964,540 outstanding
shares of common stock.
AUTOEYE, INC.
February 10, 2000 By Joe Perraton
President
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AUTOEYE, INC.
#6-2150 Bowen Road
Nanaimo, British Columbia
Canada V9F 1H7
(250) 758-0665
PROXY STATEMENT
The accompanying proxy is solicited by the Board of Directors of the
Company for voting at the special meeting of shareholders to be held on February
25, 2000, and at any and all adjournments of such meeting. If the proxy is
executed and returned, it will be voted at the meeting in accordance with any
instructions, and if no specification is made, the proxy will be voted for the
proposals set forth in the accompanying notice of the special meeting of
shareholders. Shareholders who execute proxies may revoke them at any time
before they are voted, either by writing to the Company at the address set forth
on page one or in person at the time of the meeting. Additionally, any later
dated proxy will revoke a previous proxy from the same shareholder. This proxy
statement was mailed to shareholders of record on or about February 10, 2000.
Only the holders of the Company's common stock are entitled to vote at
the meeting. Each share of common stock is entitled to one vote and votes may be
cast either in person or by proxy. A quorum consisting of one-third of the
shares entitled to vote is required for the meeting. The affirmative vote of the
holders of a majority of the outstanding shares of the Company's common stock is
required to approve the change of the Company's name. The approval of the
holders of a majority of shares present at the meeting, in person or by proxy,
is required to approve any other proposal to come before the meeting. As of
February 9, 2000 the Company had 14,964,540 outstanding shares of common stock.
Shares of the Company's common stock represented by properly executed
proxies that reflect abstentions or "broker non-votes" will be counted as
present for purposes of determining the presence of a quorum at the special
meeting. "Broker non-votes" represent shares held by brokerage firms in
"street-name" with respect to which the broker has not received instructions
from the customer or otherwise does not have discretionary voting authority.
Brokerage firms will not have discretionary authority to vote these
"street-name" shares with respect to the proposal to change the Company's name.
Because approval of the name change requires the approval of a majority of the
Company's outstanding shares, abstentions and broker non-votes will have the
same effect as votes against the approval of the name change.
PRINCIPAL SHAREHOLDERS
The following table sets forth the number of and percentage of outstanding
shares of common stock beneficially owned by the Company's officer and director
and those shareholders owning more than 5% of the Company's common stock as of
February 9, 2000.
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Shares of
Name and Address Common Stock Percent of Class
Joe Perraton 2,400,000 16%
#6-2150 Bowen Road
Nanaimo, British Columbia
Canada V9F 1H7
Marc White 6,900,000 (1) 46.1%
#6-2150 Bowen Road
Nanaimo, British Columbia
Canada V9F 1H7
Andrew Hromyk 37,500 (2) 0.3%
Suite 1650
200 Burrard Street
Vancouver, British Columbia
Canada V6C 3L6
Bona Vista West Ltd. 4,137,240 27.6%
P.O. Box 62
2001 Leeward Highway
Providenciales, Turks & Caicos Islands
All Officers and Directors 9,375,500 62.4%
as a Group (3 persons)
(1) Shares are registered in the name of Teaco Properties Ltd. Mr. White is
a controlling person of Teaco Properties Ltd.
(2) Shares are registered in the name of Century Capital Management, Ltd., a
company controlled by Mr. Hromyk.
PROPOSAL TO CHANGE THE COMPANY'S NAME
The Company was incorporated on December 18, 1997. Since its formation,
the Company has been inactive.
On January 31, 2000 the Company acquired all of the issued and outstanding
shares of Forest Industry Online, Inc. in exchange for 10,000,000 shares of the
Company's common stock.
Forest Industry was incorporated on January 9, 1997. Forest Industry's
principal business activities include designing web sites and operating and
maintaining a computer internet web site for companies associated with the
forest industry.
Forest Industry has a website at forestindustry.com, which is fully
operational.
As of January 25, 1999 Forest Industry employed thirteen people on a
full-time basis.
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As a result of the acquisition of Forest Industry Andrew Hromyk resigned
as the Company's president. The Company's new officers and directors are:
Name Position
Joe Perraton President and a Director
Andrew Hromyk Secretary and a Director
Marc White Director
In connection with the acquisition of Forest Industry, the following
persons were issued shares of the Company's common stock.
Shares
Name Owned
Joe Perraton 2,400,000
Lara Perraton 700,000
Teaco Properties Ltd. 6,900,000 (1)
(1) Marc White, a director of the Company, is a controlling person of Teaco
Properties Ltd.
As a result of the acquisition of Forest Industry, the Company agreed to
submit a proposal to the Company's shareholders to change the name of the
Company to forestindustry.com, Inc.
AVAILABILITY OF ANNUAL REGISTRATION STATEMENT ON FORM 10-SB
The Company's Registration Statement on Form 10-SB will be sent to any
shareholder of the Company upon request. Requests for a copy of this report
should be addressed to the Secretary of the Company at the address provided on
the first page of this proxy statement.
SHAREHOLDER PROPOSALS
Any shareholder proposal which may properly be included in the proxy
solicitation material for the annual meeting of shareholders to be held after
the Company's fiscal year ending May 31, 2000 must be received by the Secretary
of the Company not later than September 30, 2000.
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AUTOEYE, INC.
This Proxy is Solicited by the Board of Directors
The undersigned stockholder of the Company, acknowledges receipt of
the Notice of the Special Meeting of Stockholders, to be held February 25, 2000,
9:00 a.m. local time, at Suite 1650, 200 Burrard Street, Vancouver, British
Columbia, and hereby appoints Andrew Hromyk and John Legg, each with the power
of substitution, as Attorneys and Proxies to vote all the shares of the
undersigned at said Special Meeting of stockholders and at all adjournments
thereof, hereby ratifying and confirming all that said Attorneys and Proxies may
do or cause to be done by virtue hereof. The above named Attorneys and Proxies
are instructed to vote all of the undersigned's shares as follows:
(1) To change the name of the Company to forestindustry.com, Inc.;
__ __ __
/_/ FOR /_/ AGAINST /_/ ABSTAIN
To transact such other business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED AS DIRECTED HEREIN BY THE
UNDERSIGNED STOCKHOLDER. IF NO DISCRETION IS INDICATED, THIS PROXY WILL BE VOTED
IN FAVOR OF ITEM 1.
Dated this____day of______,2000.
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(Signature)
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(Signature)
Please sign your name exactly as it
appears on your stock certificate. If
shares are held jointly, each holder
should sign. Executors, trustees, and
other fiduciaries should so indicate
when signing.
Please Sign, Date and Return this Proxy
so that your shares may be voted at the
meeting.
Return this Proxy to:
Autoeye, Inc.
200 Burrard St., Suite 1650
Vancouver, British Columbia
Canada V6C 3L6
(604) 689-3355 telephone number
(604) 689-5320 fax number
