x
|
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
¨
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF
1934
|
000-18122
|
87-0454148
|
(Commission File
Number)
|
(IRS
Employer Identification Number)
|
Large Accelerated Filer
|
¨
|
Accelerated Filer
|
¨
|
Non-Accelerated Filer
|
¨
|
Smaller Reporting Company
|
x
|
Name
|
Number of
Late Reports
|
Transactions
Not Timely Reported
|
Known Failures to
File a Required
Form
(a)
|
|||||
Jason
Young
Chief
Executive Officer
Chairman
of the Board of Directors
|
2
|
2
|
2
|
|||||
Viktor
Nemeth
Director
|
1
|
1
|
1
|
|||||
Marco
Vega
Director
|
1
|
1
|
1
|
|||||
Randall
P. Marx
Chief
Executive Officer, Director, and Secretary
|
1
|
1
|
1
|
|||||
Donald
A. Huebner
Director
|
1
|
1
|
1
|
|||||
Robert
E. Wade
Director
|
1
|
1
|
1
|
|||||
Sigmund
A. Balaban
Director
|
1
|
1
|
1
|
|||||
Richard
L. Anderson
Executive
Vice President
|
1
|
1
|
1
|
|||||
Monty
R. Lamirato
Chief
Financial Officer and Treasurer
|
1
|
1
|
1
|
|||||
Evansville
Limited
10%
shareholder
|
1
|
1
|
1
|
|||||
Brean
Murray Carret Group, Inc.
10%
shareholder
|
1
|
1
|
1
|
|||||
Exhibit
Number
|
Description
|
3.1
|
Amended
and Restated Articles of Incorporation dated October 11, 2000.
(1)
|
3.2
|
Bylaws
of the Company as amended and restated on March 25, 1998.
(2)
|
10.1
|
Agreement
between and among Winncom Technologies Inc., Winncom Technologies Corp.
and theCompany dated May 24, 2000. (3)
|
10.2
|
Stock
Purchase Agreement, by and among Bluecoral limited, Winncom Technologies
Corp. and theCompany dated as of July 28, 2006. (4)
|
10.3
|
Escrow
Agreement, dated July 28, 2006, by and among the Company, Bluecoral
Limited and Consumer TitleServices, LLC. (4)
|
10.4
|
Employment
Agreement effective January 31, 2008 between the Company and Randall P.
Marx. (5)
|
10.5
|
Employment
Agreement effective November 1, 2007 between the Company and Monty R.
Lamirato. (6)
|
10.6
|
Employment
Agreement effective November 1, 2007 between the Company and Steve C.
Olson. (6)
|
10.7
|
Employment
Agreement effective November 1, 2007 between the Company and Richard L.
Anderson. (6)
|
10.8
|
Separation
Agreement effective November 18, 2008 between the Company and Randall P.
Marx. (8)
|
10.9
|
Separation
Agreement effective November 26, 2008 between the Company and Monty R.
Lamirato. (8)
|
10.10
|
Separation
Agreement effective November 26, 2008 between the Company and Richard L.
Anderson. (8)
|
14.1
|
Amended
and Restated Code of Ethics. (7)
|
21.1
|
Subsidiaries
of the Registrant. (8)
|
31.1
|
Certification
of Principal Executive Officer and Principal Financial Officer pursuant to
Section 302 of theSarbanes-Oxley Act of 2002.
|
32.1
|
Certification
of the Principal Executive Officer and Principal Financial Officer
pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.
|
99.1
|
Nominating
Policies and Procedures. (9)
|
(1)
|
Incorporated
by reference from the Company’s Report on Form 10-KSB for December 31,
2000 filed withthe Securities and Exchange Commission on April 2,
2001.
|
(2)
|
Incorporated
by reference from the Company’s Report on Form 10-KSB for December 31,
1997 filed withthe Securities and Exchange Commission on March 31,
1998.
|
(3)
|
Incorporated
by reference from Exhibit 2.1 of the Company’s Report on Form 8-K filed
with the Securitiesand Exchange Commission on June 8,
2000.
|
(4)
|
Incorporated
by reference from the Company’s Report on Form 8-K/A filed with the
Securities andExchange Commission on August 2,
2006.
|
(5)
|
Incorporated
by reference from the Company’s Report on Form 8-K filed with the
Securities and ExchangeCommission on February 7, 2008.
|
(6)
|
Incorporated
by reference from the Company’s Report on Form 8-K filed with the
Securities and ExchangeCommission on November 8,
2007.
|
(7)
|
Incorporated
by reference from the Company’s Report on Form 8-K filed with the
Securities and ExchangeCommission on November 13, 2006.
|
(8) | Incorporated by reference from the Company’s Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2009. |
(9) | Incorporated by reference from the Company’s Schedule 14A filed with the Securities and Exchang Commission on December 1, 2009. |
ARC
Wireless Solutions, Inc.
|
|||
Date: December
9, 2009
|
By:
|
/s/ Jason
Young
|
|
Name:
Jason Young
Title:
Principal Executive Officer,
|
|||
Principal Financial Officer and
Principal
Accounting Officer
|
|||
Date
|
Signatures
|
December
9, 2009
|
/s/ Jason
Young
Jason
Young, Director
|
December
9, 2009
|
/s/ Viktor
Nemeth
Viktor
Nemeth, Director
|
December
9, 2009
|
/s/ Marco
Vega
Marco
Vega, Director
|
December
9, 2009
|
/s/ Javier
Baz
Javier
Baz, Director
|
December
9, 2009
|
/s/ Amit
Chatwani
Amit
Chatwani, Director
|