Filing of Certain Prospectuses and Communications in Connection With Business Combination Transactions (425)

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 11, 2015

 

ACTIVE HEALTH FOODS, INC.

 

Wyoming		333-164788		26-1736663
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer  Identification No.)

 

970 S. 300 West, Salt Lake City, UT 84101

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: [phone]

 

Not applicable.

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[X] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

Section 1 – Corporate Governance and Management

 

Item 1.01 Change in Officers and Directors of the Corporation

 

On October 20, 2015, Registrant received a resignation from John Griffin, Chief Executive Officer, President and director of Active Health Foods Inc. Attached is the entire letter of resignation for review by shareholders.

 

Attached exhibit “A” is entire Resignation John Griffin.

 

Item 1.02 Appointment of New Officer and Directors

 

In accordance with the corporate bylaws and above acceptance of the resignation of Mr. John Griffin, the shareholders, Mr. Robert Kropf was appointed as Interim Chief Financial Officer and Director.

 

Attached exhibit “B” is entire Board Resolution Regarding Appointment of New Officer & Director.

 

Item 1.03 Material Changes of the Corporation Structure

 

In accordance with recommendation from legal counsel the company may file a possible Chapter 11 Bankruptcy in United States District Court. The companies Board of Directors has also resolved to authorize up to a 10,000 for 1 reverse stock split.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	Active Health Foods, Inc.
Date: December 14, 2015	By:	/s/ Robert Kropf
		Chief Executive Officer, and Director

 

 

Exhibit A

 

 

 

 

 

 

 

 

 

Exhibit B