SCHEDULE 14C INFORMATION
INFORMATION STATEMENT PURSUANT TO SECTION 14(C)
OF THE SECURITIES EXCHANGE ACT OF 1934
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[ ] Preliminary Information Statement [ ] Confidential,for Use of
the Commission
[X] Definitive Information Statement Only (as permitted by
Rule 14c-5(d)(2)
LE GOURMET, INC.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Information Statement, if other than Registrant)
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LE GOURMET, INC.
8343 East Earll
Scottsdale, Arizona 85251
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Information Statement Pursuant to Section 14C
of the Securities Exchange Act of 1934
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This information statement is provided by the Board of Directors of
Le Gourmet, Inc., a Nevada corporation (the "Company" or "LGRM"), to all
holders of common stock of the Company in connection with the stockholder
approval obtained by written majority consent authorizing.
1. Change the name of the Company to "Estelle Reyna, Inc."
(The above action to be collectively referred to as the "Amendment").
The Board of Directors and the persons owning the majority of the
outstanding common stock of LGRM have unanimously adopted, ratified and
approved a resolution to effect the Amendment. In accordance with the
regulations of the Securities and Exchange Commission (the "Commission"), the
shareholders consent will become effective approximately 10 days following the
distribution of this information statement to the Company's shareholders. It
is expected that the amendment to the Articles of Incorporation will become
effective on or about March 24, 2003.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU
ARE REQUESTED NOT TO SEND US A PROXY
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The Company's principal executive office address is 8343
East Earll, Scottsdale, Arizona 85251. This Information
Statement will be mailed to the Company's stockholders on or
about March 14, 2003.
INTRODUCTION
GENERAL
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On March 13, 2003, the Board of Directors approved, subject to
shareholder approval, the Amendment. On March 14, 2003, the Amendment was
approved by the written consent of a majority of the Company's common
stockholders. A copy of the proposed amendment to the Articles of
Incorporation is attached to this Information Statement as Appendix A. The
Board of Directors has fixed the close of business on March 14,
2003 as the record date for the determination of shareholders who
are entitled to give consent and receive this Information
Statement. As of the record date, the Company had outstanding
22,500,000 shares of common stock held by approximately 30
shareholders of record.
NAME CHANGE
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On March 13, 2003, the Board of Directors and the holders of
a majority of the outstanding Common Stock of the Company
authorized and approved by written consent an amendment to
the Articles of Incorporation effectuating a name change of
the corporation to "Estelle Reyna, Inc." The intent of the
name change is to reflect projected income to LGRM as a result
of Ms. Reyna and Dominique Einhorn being added to the Board of
Directors of the Company, and the addition of the revenue from Ms.
Reyna's website business to the Company. However, shareholders are
cautioned that there can be no assurance that this will come to pass.
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As of the date of this Information Statement, it is
anticipated that the name change will become effective on or about
March 24, 2003 (the "Effective Date"). The procedures for consummation
of the name change are attached hereto as Exhibit A.
PURPOSES AND EFFECTS OF THE NAME CHANGE
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The Common Stock is currently listed for trading on the OTC
Bulletin Board under the symbol LGRM. The Board believes that
the name change is appropriate because of the projected income to
the Company as a result of Ms. Reyna and Mr. Einhorn being added
to the Board of Directors of the Company, and the addition of the
revenue from Ms. Reyna's website business to the Company.
On the Record Date, the number of beneficial holders of the
Common Stock was approximately 30. The Company does not anticipate
that the name change will have an adverse effect on the
Company or its shareholders. The only change to the Articles of
Incorporation will be the name of the Company.
At the Effective Date, the name of the Company will be
changed to "Estelle Reyna, Inc." Each share of Common Stock
issued and outstanding immediately prior thereto (the "Old
Shares") will changed into the appropriate share of Common Stock
reflecting the name change (the "New Common Stock"). Shortly
after the Effective Date, the Company will send transmittal forms
to the holders of the Old Common Stock to be used in forwarding
their certificates formerly representing Old Common Stock for
surrender and exchange for certificates representing New Common
Stock.
THE FOREGOING SUMMARY IS INCLUDED FOR GENERAL INFORMATION ONLY.
VOTE REQUIRED FOR APPROVAL
Section 78.390 of the Nevada Revised Statutes ("NRS")
provides an outline of the scope of the amendments of the Articles of
Incorporation allowed a Nevada corporation and the procedures and
requirements to effect an amendment to the Articles of Incorporation
of a Delaware corporation. Pursuant to Section 78.390 proposed amendments
must first be adopted by the Board of Directors and then submitted to
shareholders for their consideration at an annual or special meeting and
must be approved by a majority of the outstanding voting securities.
Section 78.320 of the NRS provides that any action required
to be taken at a special or annual meeting of the stockholders of
a Nevada corporation may be taken by written consent, in lieu of a
meeting, if the consent is signed by stockholders owning at least a
majority of the voting power.
The Board of Directors of LGRM and persons owning and having voting
power in excess of 50% of the outstanding voting securities of LGRM have
adopted, ratified and approved the change in the authorized shares of
LGRM. No further votes are required or necessary to effect the proposed
amendment.
The securities that would have been entitled to vote if a meeting was
required to be held to amend the Company's Articles of Incorporation consist
of 22,500,000 shares of issued and outstanding shares of the Company's
$0.001 par value common voting stock outstanding on March 14, 2003, the
record date for determining shareholders who would have been entitled to
notice of and to vote on the proposed amendment to LGRM's Articles of
Incorporation.
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Percentage of
Common Stock Common Stock
Beneficially Beneficially Owned
Name (1) Title Owned (1) On Record Date
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Michelle Quinlan 10,000,000 44.44%
8343 East Earll Chief Exec.
Scottsdale, AZ 85251 Off. & Director
Dominic Einhorn 5,000,000 22.22%
5006 Coolidge Ave. Exec. V.P.
Culver City, CA 90230 & Director
Estelle Reyna 5,000,000 22.22%
aka Esther Bermudez Exec. V.P.
5006 Coolidge Ave.
Culver City, CA 90230
Michael Quinlan -0- 0.0%
8343 East Earll Director
Scottsdale, AZ 85251
ADDITIONAL INFORMATION
Additional information concerning LGRM, including its Form 10-KSB
statement, which has been filed with the Securities and Exchange Commission,
may be accessed through the EDGAR archives, at www.sec.gov.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A
PROXY. THE ATTACHED MATERIAL IS FOR INFORMATION PURPOSES ONLY.
DATED: March 14, 2003
BY ORDER OF THE BOARD OF DIRECTORS:
/s/ Michelle Quinlan
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Michelle Quinlan, CEO
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