Good afternoon, ladies and gentlemen. I'm Joshua Silverman, Executive Chairman of Ayro, Inc. I welcome you to our annual meeting of stockholders. I would like to start by introducing the officers and directors of the company: Mr. Joseph Ramelli, CFO, Mr. Gilbert Villarreal, President of Ayro Operating Company, Mr. Sebastian Giordano, Director, Mr. Greg Schiffman, Director, Mr. Zvi Joseph, Director, Mr. George Devlin, Director, and Mr. Wayne Walker, Director. I will conduct and act as Chairman of this meeting. I hereby call the meeting to order. Ms. Debra Baker has been appointed as the Inspector of Election. The Inspector of Election has taken and signed an oath of office, and the Secretary has been instructed to file the signed oath of the Inspector of Election with the records of the meeting.
I have available a list of the holders of common stock, Series H-6 preferred stock, and Series H-7 preferred stock of the company. As of the close of business on November 21st, 2024, the record date fixed by the Board of Directors for the determination of stockholders entitled to vote at this meeting, showing the number of shares held by each stockholder as of that date. This list, which was prepared by Issuer Direct Corporation, transfer agent for the company, is open to examination by any stockholder during the meeting. If you have your control number and have not voted or would like to change your vote, the polls are now open, and you may proceed to vote through the virtual meeting website. If you have already voted and do not want to change your vote, you do not need to vote again.
Ms. Baker, please report the number of shares outstanding and authorized to vote at this meeting and the number of shares required for a quorum.
According to a certified copy of a list of stockholders of the company, the company has issued and had issued an outstanding, as of the close of business on November 21st, 2024, 6,764,600 shares of common stock, with each such share entitled to one vote at this meeting, 50 shares of Series H-6 preferred stock, with the Series H-6 preferred stockholders entitled to an aggregate of 115 votes at this meeting, and 12,666.63 shares of Series H-7 preferred stock, with the Series H-7 preferred stockholders entitled to an aggregate of 1,380,349 votes at this meeting. According to our tabulation, there are 3,298,291 shares present or represented at the meeting. Therefore, I declare that a quorum is present for the purpose of transacting business at this meeting.
Thank you. Notice of this annual meeting has been given to all stockholders of record as of November 21st, 2024. Ms. Baker, will you please report on the mailing of the notice of the meeting and of the related proxy materials?
I have an affidavit of mailing for Broadridge Financial Solutions. The affidavit states that a notice of internet availability of proxy materials was duly mailed, commencing on or about December 5th, 2024, to all stockholders of record as of November 21st, 2024.
The affidavit is hereby ordered to be filed by the Secretary with the minutes of this meeting. As stated in the notice of this meeting, five matters will be considered and acted upon at this meeting. To expedite the actions to be taken at this meeting, all matters of business as reflected in the notice of this meeting will be presented first, and then a ballot will be taken afterwards for voting on each matter. The first order of business is to elect directors. Each is to serve on the Board of Directors for a term of one year or until their successors are elected and qualified. As set forth in the proxy statement, the six directors nominated by the Board of Directors are Joshua Silverman, Sebastian Giordano, Greg Schiffman, Zvi Joseph, George Devlin, and Wayne Walker.
Information about each of these nominees, including their qualifications and biographical backgrounds, is set forth in the proxy statement. Now, their nominations were made in accordance with the submission criteria and deadlines set forth in the restated bylaws. Therefore, the nominations for directors are hereby closed. The six director nominees who received the most votes will be elected. The Board of Directors has recommended that you vote for each director nominee. The second order of business is the vote on the proposal to approve a proposed amendment to the Ayro, Inc. Long-Term Incentive Plan to increase the total number of shares authorized for issuance under such plan by 3 million to a total of 4,229,956 shares of common stock. Further information about this proposal is set forth in the proxy statement.
Approval of this proposal requires the affirmative vote of the holders and majority of the votes cast by the stockholders present in person or represented by proxy at the annual meeting and entitled to vote on such proposal. The Board of Directors has recommended that you vote for the incentive plan amendment proposal as disclosed in our proxy statement. The third order of business is the vote on the ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31st, 2024. Further information about the services provided by Marcum LLP is set forth in the proxy statement. Approval of this proposal requires the affirmative vote of the stockholders and majority of the votes cast by the stockholders present in person or represented by proxy at the annual meeting and entitled to vote on such proposal.
The Board of Directors has voted that you vote for the ratification of the appointment of Marcum LLP. The fourth order of business is the vote to approve the proposed amendment to the company's amended and restated certificate of incorporation as amended to effect a reverse stock split of all the outstanding shares of the company's common stock at a ratio in the range of 1 for 2 to 1 for 13. Further information about the proposed amendment to effect the reverse stock split is set forth in the proxy statement. Approval of this matter requires the affirmative vote of holders of the majority of the votes cast by stockholders entitled to vote on this matter. The Board of Directors has recommended that you vote for the approval of the reverse stock split proposal.
The fifth and final order of business is the vote to adjourn the annual meeting if necessary to solicit additional proxies if there are insufficient votes to approve one or more proposals presented at the annual meeting. Further information about this adjournment proposal is set forth in the proxy statement. Approval of this proposal requires the affirmative vote of the holders of the majority of the votes cast by the stockholders present in person or represented by proxy at the annual meeting and entitled to vote, voting affirmatively or negatively, excluding abstentions and broker non-votes. The Board of Directors has recommended that you vote for the approval of the adjournment proposal. I now call for a vote by ballot on the five matters I've just described. The polls are open as of the beginning of this meeting.
If you have your control number and have not voted or would like to change your vote, you may proceed to vote through the virtual meeting website. If you have already voted and do not want to change your vote, you do not need to vote again. I assume that all who wish to vote have now done so. All having voted who wish to do so, the polls are declared to be closed. The Inspector of Election will count the ballots and inform us of the results. Ms. Baker, are you prepared to report on the results of the voting?
Yes, Mr. Chairman. Based upon the preliminary count, we have sufficient votes: first, to elect each of the director nominees. Second, to approve the proposed amendment to the Ayro, Inc. Long-Term Incentive Plan to increase the total number of shares authorized for issuance under such plan by 3 million to a total of 4,229,956 shares of common stock. Third, to ratify the appointment of Marcum LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2024. Fourth, to approve the proposed amendment to the company's amended and restated certificate of incorporation as amended to effect the reverse stock split. And fifth, to adjourn the annual meeting if necessary to solicit additional proxies if there are insufficient votes to approve one or more proposals presented at this annual meeting. A final detailed count will be provided to the company shortly after this meeting.
On the basis of such report, I hereby declare that each of the director nominees has been duly elected as a director to serve for a term of one year or until their successors have been duly elected and qualified. I further declare that the amendment to the Ayro, Inc. Long-Term Incentive Plan to increase the total number of shares authorized for issuance under such plan by 3 million to a total of 4,229,956 shares of common stock has been approved. I further declare the appointment of Marcum LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2024, has been ratified. Finally, I declare that the proposed amendment to the company's amended and restated certificate of incorporation to effect the reverse stock split is approved. This completes the business of our agenda.
If you have any additional questions for any member of management, questions may be submitted to investors@ayro.com. We will respond to appropriate questions in due course after the meeting. There being no further business, this concludes our annual meeting. The meeting is adjourned.