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):
April 30, 2015
CLEAN ENVIRO TECH CORP.
(Exact Name of Registrant as Specified in Its
Charter)
Nevada 000-24459 90-0314205
(State or Other Jurisdiction (Commission ( I.R.S. Employer
of Incorporation) File Number) Identification
No.)
420 N. Nellis Blvd., Suite A3-146, Las Vegas, Nevada 89110
(Address of Principal Executive Offices) (Zip
Code)
Registrant's telephone number, including area code: (702) 425-4289
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):
[ ] 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 5.03. Amendments to
Articles of Incorporation or By-Laws; Change in Fiscal Year.
Change of Company’s Name to Cyber Apps World Inc.
and Reverse Stock Split
On April 2, 2015, our Board of Directors authorized the merger
with our wholly-owned subsidiary, Cyber Apps World Inc. and in the merger the name of our company was changed to Cyber Apps World
Inc.
On April 2, 2015, the Board also approved the filing with the Secretary
of State of Nevada a Certificate of Change that effected a 1:5 reverse split in our outstanding common stock and a reduction of
our authorized common stock in the same 1:5 ratio, from 250,000,000 shares to 50,000,000 shares. Both of these corporate actions
were permitted to be taken by the Company’s Board of Directors without stockholder approval under Nevada NRS 92A.180 (for
the merger with the subsidiary and name change) and NRS 78.207 (for the change in authorized and outstanding stock), and were
authorized to be effective upon receipt of FINRA approval for trading purposes.
The change of the Company’s name to Cyber Apps World Inc.
and the 1:5 reverse split with the concurrent reduction of our authorized common stock in the same ratio were approved by FINRA
and effective for trading purposes on April 30, 2015.
Item 9.01. Financial Statements
and Exhibits.
| 3.1c | Articles of Merger with Subsidiary Amending Articles of Incorporation to
change name of Company to Cyber Apps World Inc., filed April 9, 2015.
|
| 3.1d | Certificate of Change corrected, filed April 8, 2015. |
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.
| |
|
CLEAN ENVIRO TECH CORP. |
| Dated: May 5, 2015 |
|
|
| |
By: /s/ |
Liudmilla Voinarovska |
| |
|
Liudmilla Voinarovska |
| |
|
Chief Executive Officer |
EXHIBIT 3.1c
ROSS MILLER
Secretary of State
204 North Carson Street, Ste 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
Articles of Merger
Pursuant to NRS Chapter 92A
1) Name and jurisdiction of organization of each constituent entity (NRS 92A.200).
[ ] If there are more than four
merging entities, check box and attach an 81/2" x11" blank sheet containing the required information for each
additional entity.
Cyber Apps World Inc.
Name of merging entity
| Nevada |
Corporation |
| Jurisdiction |
Entity type* |
and,
Clean Enviro Tech Corp.
Name of surviving entity
| Nevada |
Corporation |
| Jurisdiction |
Entity type* |
* Corporation, non-profit corporation, limited partnership,
limited-liability company or business trust.
Filing Fee: $350.00
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Merger Page 2 Revised: 8-31-11 |
2) Forwarding address where copies of process may be sent by the
Secretary of State of Nevada (if a foreign entity is the survivor in the merger -NRS 92A.1 90):
3) (Choose one)
[ ] The under signed declares that a plan of merger has been
adopted by each constituent entity (NRS 92A.200).
[X] The undersigned declares that a plan of merger has been
adopted by the parent domestic entity (NRS 92A.180)
4) Owner's approval (NRS 92A.180) (options a, b, or c must
be used, as applicable, for each entity) (if there are more than four merging entities, check box [ ] and attach an 81/2 x 11
blank sheet containing the required information for each additional entity):
| (a) Owner's approval was not
required from |
|
|
Cyber Apps World Inc.
Name of merging entity, if applicable
and, or;
Clean Enviro Tech Corp.
Name of Surviving Entity, if applicable |
|
~ |
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Merger Page 2 Revised: 8-31-11 |
USE BLACK INK ONLY - DO NOT HIGHLIGHT ABOVE SPACE
IS FOR OFFICE USE ONLY
(b) The plan was approved by the required consent
of the owners of *:
Name of merging entity,
if applicable
Name of merging entity,
if applicable Name of merging entity, if applicable
Name of merging entity,
if applicable and, or;
Name of surviving entity, if applicable
* Unless otherwise provided in the certificate
of trust or governing instrument of a business trust, a merger must be approved by all the trustees and beneficial owners of each
business trust that is a constituent entity in the merger.
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Merger Page 2 Revised: 8-31-11 |
(c) Approval of plan of merger for Nevada non-profit
corporation (N RS 92A. 160):
Name of merging entity,
if applicable
Name of merging entity,
if applicable
Name of merging entity, if applicable
Name of merging entity, if applicable and, or;
Name of surviving entity, if applicable
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Merger Page 2 Revised: 8-31-11 |
5) Amendments, if any, to the articles or certificate of the surviving
entity. Provide article numbers, if available. (NRS 92A.200)*:
Article I of the Articles is amended to read in its entirety as
follows:
The name of the corporation is Cyber Apps World Inc.
6) Location of Plan of Merger (check a or b):
[ ] (a) The entire plan of merger is attached; or,
[X] (b) The entire plan
of merger is on file at the registered office of the surviving corporation, limited-liability company or business trust, or at
the records office address if a limited partnership, or other place of business of the surviving entity (NRS 92A.200).
7) Effective date and time
of filing: (optional) (must not be later than 90 days after the certificate is filed)
Date: Time:
* Amended and restated articles may be attached as an exhibit or
integrated into the articles of merger. Please entitle them "Restated" or "Amended and Restated," accordingly.
The form to accompany restated articles prescribed by the secretary of state must accompany the amended and/or restated articles.
Pursuant to Nares 92A.1 80 (merger of subsidiary into parent - Nevada parent owning 90% or more of subsidiary), the articles of
merger may not contain amendments to the constituent documents of the surviving entity except that the name of the surviving entity
may be changed.
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Merger Page 2 Revised: 8-31-11 |
8) Signatures - Must
be signed by: An officer of each Nevada corporation; All general partners of each Nevada limited partnership; All general partners
of each Nevada limited-liability limited partnership; A manager of each Nevada limited-liability company with managers or one
member if there are no managers; A trustee of each Nevada business trust (NRS 92A.230)*
[ ] If
there are more than four merging entities, check box and attach an 8 1/2" x 11" blank sheet containing the
required information for each additional entity.):
Cyber Apps World Inc.
Name of merging entity
| X /s/ Liudmilla Voinarovska | |
Chief Executive Officer |
Li-ion Motors Corp.
Name of surviving entity
| X /s/ Liudmilla Voinarovska | |
Chief Executive Officer |
• The articles of merger must
be signed by each foreign constituent entity in the manner provided by the law governing it (NRS 92A.230). Additional
signature blocks may be added to this page or as an attachment, as needed.
IMPORTANT: Failure to include any of the
above information and submit with the proper fees may cause this filing to be rejected.
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Merger Page 2 Revised: 8-31-11 |
EXHIBIT 3.1d
Certificate of Change filed Pursuant to NRS 78.209
For Nevada Profit Corporations
1. Name of corporation:
Clean Enviro Tech Corp.
2.
The board of directors have adopted a resolution pursuant to NRS 78.209 and have obtained any required approval of the stockholders.
3.
The current number of authorized shares and the par value, if any, of each class or series, if any, of shares before the change:
250,000,000 shares of common stock, par value $.001 per
share
10,000,000 shares of preferred stock, par value $.001
per share
4.
The number of authorized shares and the par value, if any, of each class or series, if any, of shares after the change:
50,000,000 shares of common stock, par value $.001 per
share
10,000,000 shares of preferred stock, par value $.001 per
share
5.
The number of shares of each affected class or series, if any, to be issued after the change in exchange for each issued share
of the same class or series:
19,517,744 shares of common stock, par value $.001 per
share
10,000,000 shares of preferred stock, par value $.001 per share
6. The
provisions, if any, for the issuance of fractional shares, or for the payment of money or the issuance of scrip to stockholders
otherwise entitled to a fraction of a share and the percentage of outstanding shares affected thereby:
All fractional shares are to be rounded up to the nearest
whole share.
7. Effective date
of filing: (optional)
8. Signature: (required) (must
not be later than 90 days after the certificate is filed)
| /s/ Liudmilla Voinarovska | |
| President | |
| | |
| Title | |
| Signature of Officer | |
| | |
IMPORTANT: Failure to include any of the above information
and submit with the proper fees may cause this filing to be rejected.
This form must be accompanied by appropriate
fees.
Nevada Secretary of State Stock Split
Revised: 3-6-09