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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
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Effective July 20 2020, Juliana Tan was
elected to the Board of Directors of the Company. Ms. Tan has over twenty years of international experience at senior levels in
corporate acquisitions, wealth management, and capital raising. Her areas of expertise include international business development,
operations, marketing and sales development, strategic planning, intellectual property, process improvement, manufacturing and
financial planning. Ms. Tan recently founded Eligius Lab Pte. Ltd, Singapore which establishes architectures and hardware designs
for marketing, commercialization and system integration in healthcare technology projects focused on patient engagement systems.
She has also served as Executive Director of CIMA Nanotech and Clearview Technology Group where she was responsible for operations,
strategy development and marketing. She has served as Executive Director of Egreen Co. Ltd, Seoul Korea, where she led fundraising
activities and established regional business relationships including for Sri Lanka, Indonesia, China, India and Spain. Ms. Tan
has served as investment advisor for Colliers International (Singapore, China and Hong Kong), Knight Frank (Singpaore, China and
Malaysia), Fraser and Company (Singaporeand Malaysia), SP Setia Sdn Bhd (Malaysia and Australia), Hartemas Real Estate Sdn Bhd
(Malaysia), Ascendants Assets Pte Ltd. (Singapore) Tudorville Properties Ltd (UK) and Kingfield's Solicitors (UK).
Effective July 20, 2020, Andrew Liang
was elected to the Board of Directors of the Company and was appointed Director of Operations. Mr. Lian is currently General Manager
of Michell (Suzhou) Wool Co. Ltd. Suzhou China which is engaged in wool processing, trading, brokerage and manufacturing of wool
garments and home textile products with manufacturing facilities in Australia and China. He previously held senior executive positions
at EKF Diagnostics Holding plc,Coloplast (China) Medical Device Ltd., Ballantyne Foods Pty. Ltd, Bloch & Behrens Pty. Ltd and
The East Asiatic Company(HK) Ltd.. He is currently a director of CSA Liang Ty. Ltd (medical devices), Beijing CSA Science &
Trade Co. Ltd (healthcare information technology and data management) and AoHua (Tianjin) Finance Leasing Co. Ltd (project finance
and management) where he also serves as Chairman.
Also, the Company confirms that effective
June 1, 2020 Frank J. Garofalo was elected as Chairman of the Board of Directors.
For more than three decades Mr. Garofalo
has been a Management Consultant and Corporate Finance Advisor working on “special assignment” for Chief Executive
Officers and Boards of Directors, primarily in technology driven markets. Mr. Garofalo has assisted companies ranging from $10
million to over $10 billion in size.
He is an expert in strategic, competitive
and market analysis with an emphasis on positioning companies for maximum equity valuation. Mr. Garofalo’s career in professional
services includes serving as Senior Vice President in the Investment Banking division of PaineWebber (now UBS) and as Director
and Senior Consultant in Arthur D. Little’s Technology consulting practice.
While at Arthur D. Little, Mr. Garofalo
was the Lead Manager on major studies for Fortune 500 client organizations in product/market forecasting, technology trends assessments,
market research, strategic business planning, and evaluations of diversification and acquisition opportunities.
As part of PaineWebber / UBS Corporate
Finance his assignments have included dozens of corporate development and corporate finance projects including private placements
of equity financing, mergers, acquisitions, divestitures and the establishment of joint ventures and strategic alliances.
Mr. Garofalo has served on several boards,
including biotech spin-off company Medi-Pharmaceuticals Inc. before its merger into Galectin Therapeutics, Inc. and the Board of
Sigma Labs. Mr. Garofalo is also member of the MIT Venture Mentoring Service.
Mr. Garofalo earned a Bachelor of Science
degree in Electrical Engineering from MIT, a Master of Science degree in Computer Systems Engineering from the University of Michigan
and an MBA from Harvard University.
Each of the individuals referenced above
is to receive 500,000 restricted shares of the Company's common stock.