Current Report Filing (8-k)
July 05 2017 - 1:30PM
Edgar (US Regulatory)
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):
July
3, 2017
FELLAZO
CORP.
(Exact
Name of Registrant as Specified in its Charter)
Nevada
|
333-208237
|
30-0840869
|
(State
of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
8th
Floor, Wisma Huazong, Lot 15285, 0.7km Lebuhraya Sungei Besi, 43300 Seri Kembangan,
Selangor
Darul Ehsan, Malaysia
Website:
http://fellazo.com Phone: +603-8938 5638 Email: info@fellazo.com
(Address
and telephone number of principal executive offices)
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
3.02. Unregistered Sales of Equity Securities.
On
July 4, 2017, Fellazo Corp. (the “Company”) completed the issuance and sale of an aggregate of 70,115,000 shares at
a price of $0.001 per share with each share consisting of one share of the Company’s common stock, par value $0.001 per
share (the “Common Stock”) in a private placement to Prof. Dr. Wong Kong Yew, Prof. Dr. Huang Minxi and Dato Yap Kit
Chuan, respectively (Collective known as the “investors”), pursuant to the Subscription Agreements dated as of July
3, 2017 between the Company and the investors. The proceeds to the Company amounted to $70,115 and went directly to the Company
as working capital.
The
shares sold in the private placement were issued in reliance on an exemption from registration under the Securities Act of 1933,
as amended, pursuant to Section 4(a)(2) thereof. The bases for the availability of this exemption include the facts that the issuance
was a private transaction which did not involve a public offering and the shares were offered and sold to a limited number of
investors.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
10.1 Form
of Subscription Agreement dated as of July 3, 2017
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.
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FELLAZO CORP.
|
|
|
|
|
By:
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/s/
Prof. Dr. Wong Kong-Yew
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Date:
July 4 2017
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Name:
|
Prof.
Dr. Wong Kong-Yew
|
|
Title:
|
President,
CEO, CFO, Treasurer, Secretary and
|
|
|
Chairman
of the Board of Directors of the Company
|
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