ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
sold its control block of stock, 1 Convertible Series D Preferred Stock to
for the purchase price of
ITEM 5.01 CHANGES IN CONTROL OF REGISTRANT
the Company’s largest shareholder,
the Convertible Series D Preferred Stock and the Company issuing 250,000,000
shares of Restricted Common Stock to
of the Company’s total issued and outstanding shares of Convertible Series D
Preferred Stock and .03% of the Company’s total issued and outstanding shares of
Restricted Common Stock. As part of the sale of the shares,
sole Officer and member of the Company’s Board of Directors and to appoint new
officers and directors of the Company. (see Item 5.02 below and Exhibit 10.2)
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
Company’s Board of Directors. The resignation of
disagreement with the Company on any matter relating to its operations, policies
or practices. Simultaneously the following Officers and Directors were elected:
The officers and directors have extensive knowledge in the management and
regulatory compliance of micro cap public companies. In addition, all officers
have previous held positions of officers and directors for publicly traded
Partner-Global Capital Markets Team at
Manager-Project Financing at
ITEM 7.01 REGULATION FD DISCLOSURE
The Company has been informed of the existence of a fake Twitter account under
the name of Small Cap Compliance.
The named account has posted information regarding
reported to the proper entities regarding the misleading posting of information
on a social media platform.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable. (b) Exhibits.
10.2 Stock Purchase Agreement, between the
Small Cap Compliance, LLCand Chi Ching Hungdated November 7, 2022. 2
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