US Securities and Exchange Commission
Washington, DC 20549
CONFORMED COPY
Form 8-K
Current Report Pursuant to Section 13 or
15(d) of
The Securities Exchange Act of 1934
Date of earliest event reported: December 18,
1995
PM Management Systems, Inc.
(Formerly named Process Based Management,
Inc.)
Colorado 0-22678 84-1193941
(State of (Commission (EIN)
Incorporation) File Number)
404 Scott Point Drive, Salt Spring Island, BC
Canada V8K 2R2
(Address of Principal Executive Offices)
Registrants Telephone Number, Including Area
Code: (250) 537-5732
Form 8-K: Dated January 17, 1999.
PM Management Systems, Inc.
Commission File # 0-22678
Page 2
Item 1 - Changes in Control of Management
Not Applicable
Item 2 - Acquisition or Disposition of Assets
On December 18, 1995, the registrant
wrote off its investment in its subsidiary,
Ad-A-Cab America, LLC. The registrants
directors concluded that the concept was not
viable in North America at that time, in
spite of some success in Australia.
Item 3 - Bankruptcy or Receivership
Not Applicable
Item 4 - Changes in the Registrants
Certifying Public Accountant
Not Applicable
Item 5 - Other Events
Not Applicable
Item 6 - Resignations of Registrants
Directors
On December 18, 1995, the registrants
Board of Directors accepted the resignations
of James B. Raines and Russell Roten as
directors. These resignations were the
result of the boards decision to not
continue to pursue the business of on Cab
advertising and to write off its investment
in its subsidiary, Ad-A-Cab America, LLC.
Item 7 - Financial Statements and Exhibits
Exhibit A - Copy of minutes of
Registrants directors meeting, accepting
directors resignations.
Exhibit B - Copy of minutes of
Registrants directors meeting, writing off
registrants investment in Ad-A-Cab America,
LLC.
Form 8-K: Dated January 17, 1999
PM Management Systems, Inc.
Commission File # 0-22678
Item 8 - Change in Fiscal Year
Not Applicable
Pursuant to the requirements of the
Securities and Exchange Act of 1934, the
Registrant has caused this report ;to be
signed on its behalf by the undersigned,
hereunto duly authorized.
Dated: January 17, 1999
PM Management Systems, Inc
/S/ Anthony V. Feimann
Anthony V. Feimann, Secretary
Minutes of Special Meeting of
Directors
________________________________
The Board Of Directors of PM Management
Systems, Inc. held a special meeting at #601
- - 1450 Pennyfarthing , Vancouver, BC, on
December 18, 1995, at 10:00 AM . The
following persons consisting of a quorum were
present:
Edward D. Duncan, Director and
President
Anthony V. Feimann, Director and
Secretary
Timothy E. Sewell, Director and
Vice-president
Mr. Duncan served as chairperson of the
meeting and Mr Feimann served as Secretary of
the meeting.
After reading a waiver of notice of the
meetings notice, which had been signed by
every director present, (two directors being
unavailable), the Secretary was directed to
attach a copy of the waiver with the minutes
of the meeting.
Having announced that a quorum of the
Board of Directors - as required by the By-
laws of the corporation - necessary for the
holding of a meeting of directors - was
present and that the meeting had been duly
convened, the chairperson further announced
that the meeting could proceed with its
business.
Upon duly made, seconded and fully discussed
motions, the following resolutions were
adopted.
RESOLVED: that the concept of on-
cab advertising was not feasible in North
America at the present time, in spite of its
limited success in Australia, and that the
companys investment of approximately
$200,000.00 was, for all intents and
purposes, lost and not recoverable, that all
monies expended to this end be written off as
an extraordinary event during the current
quarter and noted in the up-coming 10KSB for
the year ending December 31, 1995.
RESOLVED: That the resignations of
James B. Raines and Russell Roten be
accepted, effective the date of their
resignations and that no other directors
would be appointed at the present time to
fill the vacancies created. The motion was
seconded and passed.
There being no further business before the
meeting, the meeting was adjourned..
/S/ Anthony V. Feimann
Anthony V. Feimann, Secretary
