Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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)		September 4, 2014
UAN POWER CORP.
(Exact name of registrant as specified in its charter)
Delaware	000-54334			27-0155619
(State or other jurisdiction of incorporation)	(Commission File Number)			(IRS Employer Identification No.)
102 North Avenue, Mount Clemens, Michigan					480433
(Address of principal executive offices)					(Zip Code)
Registrant’s telephone number, including area code			[phone]
N/A
(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:

 

☐ 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))

 

Item 5.02

Amendments to Articles of Incorporation or Bylaws

Effective September 4, 2014, we filed with the Delaware Secretary of State a Certificate of Amendment of Certificate of Incorporation, wherein we have increased our authorized share capital to 420,000,000 shares of stock as follows:

400,000,000 shares of Common Stock, having a par value of $0.00001 per share and 20,000,000 shares of Preferred Stock, having a par value of $0.00001 per share.

The increase of authorized capital was approved by our board of directors and by a majority of our stockholders by resolutions dated June 16, 2014.

.

Item 9.01	Financial Statements and Exhibits
3.01	Certificate of Amendment of Certificate of Incorporation

 

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.

UAn POWER CORP.

/s/ Parashar Patel                                               
Parashar Patel
President, Chief Executive Officer and Director

Date: September 5, 2014

 

Exhibit 3.01

 

 

 

State of Delaware Secretary of  State Division o£ Corporations
Delivered  01:07 PM 09/04/2014
FILED 01:04PM 09/04/2014
SRV  141141413 - 5023723 FILE

 

CERTIFICATE OF AMENDMENT
OF

CERTIFICATE OF INCORPORATION

OF

UAN POWER CORP.

a Delaware Corporation

(pursuant to Section 242 of the Delaware General Corporation Law)

 

UAN POWER CORP. (the "Corporation"), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware ("GCL"), through its duly authorized officers and by authority of its Board of Directors do hereby certify:

FIRST: That in accordance with the provisions of Section 242 of the GCL, the Board of Directors of the Corporation duly adopted resolutions setting forth a proposed amendment to the Certificate of Incorporation of the Corporation, declaring said amendment to be advisable and directing that said amendment be submitted to the stockholders of the Corporation for consideration thereof. The resolutions setting forth the proposed amendment are as follows:

RESOLVED, that Section 4.1 of Article 4 "Capital Stock" of the Corporation's Certificate of Incorporation be amended in its entirety as follows:

"4.1 Authorized Shares. The Corporation is authorized to issue two classes of stock to be designated, respectively, "Common Stock" and "Preferred Stock". The total number of shares of all classes of stock which the Corporation shall have the authority to issue is Four Hundred Twenty Million (420,000,000), of which Four Hundred Million (400,000,000) shares shall be Common Stock, having a par value of $0.0000 I per share and Twenty Million (20,000,000) shares shall be Preferred Stock, having par value of$0.00001 per share."

SECOND: That thereafter, pursuant to a resolution of its Board of Directors, in accordance with Section 242 of the GCL, a majority of the Corporation's stockholders approved and authorized the foregoing amendment (the "Amendment") by written consent in lieu of a meeting.

THIRD: That the Amendment was duly adopted in accordance with the provisions of Section 242 of the GCL.

FOURTH: That the Certificate of Amendment of the Certificate of Incorporation shall be effective on September 4, 2014.

IN WITNESS WHEREOF, this Corporation has caused this Certificate of Amendment to be signed by Parashar Patel, its duly authorized President and Principal Executive Officer this 4th day of September, 2014.

 

	By:	/s/ Parashar Patel
		Parashar Patel
		President and Chief Executive Officer