CNBX CNBX Pharmaceuticals Inc (QB)

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):

January 23^rd, 2015

 

CANNABICS PHARMACEUTICALS INC.

(Exact name of registrant as specified in its charter)

 

 

Nevada	333-192759	20-3373669
(State of incorporation)	(Commission File Number)	(IRS Employer No.)

 

 

#3 Bethesda Metro Center

Suite 700

Bethesda, Md 20814

(Address of principal executive offices and Zip Code)

 

877 424-2429

(Registrant's telephone number, including area code)

 

 

 

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:

 

o

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

o

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

o

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

o

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

 

 

 

ITEM 5.02 – DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

 

On January 23^rd, 2015, the shareholders of the Corporation elected Shay Avraham Sarid to the join the Board of Directors. On the same date, Dr. Zohar Koren stepped down as Director and CEO of the Company. Director Itamar Borochov has now assumed the title of CEO.

 

Shay Avraham Sarid, 43, is a co-founder of Cannabics Inc., founded in 2012, and is the founder of Seach, one of the oldest and largest medical Cannabis farms in Israel. Seach is an official supplier of medical grade Cannabis to the Israeli Ministry of Health and specifically licensed to grow and distribute medical cannabis to authorized patients. Shay is the recent Chairman of the Israeli Medical Cannabis Growers Council.

 

Under Shay’s direction Seach has set the industry standard for genetic bio-engineering, winning coveted partnerships with such companies as Hlavin, Kanaboseed (Partnership with BreedIt (BRDT), Tecto, Canabolabs, CannaXLRT, Cannabogene, Livni Hydrophonics, Eybna and other international leaders in the medical cannabis field.

 

Related Party - Sarid is a shareholder and Board Member of Cannabics Inc., a Delaware corporation and majority shareholder of the Company. Further the Company has a previously existing exclusive contract with Seach for its supply of medical grade cannabinoid extracts within the state of Israel.

 

 

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.

 

ITEM 9.01 FINANCIAL STATEMENTS & EXHIBITS 

 

(d) Exhibits

 

	99.01	Shareholder’s Resolution
	99.02	Resignation from the Board of Dr. Zohar Koren

 

 

 

Date: January 23^rd, 2015

 

	Cannabics Pharmaceuticals Inc.
	By:  /s/ Itamar Borochov
	Itamar Borochov, Director, CEO

 

Exhibit 99.01

 

RESOLUTION OF THE SHAREHOLDERS

 

OF

 

CANNABICS PHARMACEUTICALS INC.

 

 

 

 

The following is a true copy of the resolution duly adopted by the Majority of the Shareholders of the Corporation at a special meeting, notice to this meeting having been waived,

 

WHEREAS there has been presented to and considered by this meeting a Motion to effectuate a new Board of Directors of the Company;

 

NOW THEREFORE BE IT RESOLVED that the majority of shareholders having considered this matter, and having opened the floor to all those who voice a preference in the issue and pursuant to NRS 78.320, have overwhelmingly decided and RESOLVED that we have elected:

 

SHAY AVRAHAM SARID

 

The Above qualified person has been nominated, and has accepted their position as DIRECTOR and OFFICER of the Company.

 

At the same time, DR. ZOHAR KOREN, has stepped down from his position as Director of the company, though shall continue in his devotion to the affairs of the company.

 

Said Motion is hereby passed and the corporate books, records and the Company shall file this Resolution in the corporate records.

 

 

 

Dated: 23rd January, 2015

 

 

/s/ Itamar Borocho

Itamar Borochov, Director, CEO

on behalf of Cannabics, Inc., Majority Shareholders

Exhibit 99.02

 

RESIGNATON FROM THE BOARD OF DIRECTORS OF

CANNABICS PHARMACEUTICALS INC.

 

The following is a true copy of the resolution duly adopted by the Board of Directors of the Corporation at a special meeting, notice to this meeting having been waived, held on January 23rd, 2015.

 

The Board of Directors who were present for this meeting & took active part therein were:

 

DR. ZOHAR KOREN

DR. EYAL BALLAN

ITAMAR BOROCHOV

 

WHEREAS there has been presented to and considered by this meeting a Motion that I, DR. ZOHAR KOREN formally RESIGN my position as Board Director, and to continue my endeavors and affiliation with Cannabics Pharmaceuticals Inc.;

 

NOW THEREFORE BE IT RESOLVED that the corporation having considered this matter, has opened the floor to all those who voice a preference in the issue, has decided unanimously and RESOLVED that: I do hereby formally RESIGN from my designation as Board Director, though shall continue with all official fiduciary duties and obligations regarding Cannabics Pharmaceuticals Inc., and do, by affixing, my signature hereto, officially as my last corporate act as Director, DO HEREBY RESIGN from said position.

 

The Director of the corporation, by affixing his signature hereto, does hereby formally resign.

 

 

DATED: 23rd January, 2015

 

 

/s/ Dr. Zohar Koren

 

Dr. Zohar Koren,

Cannabics Pharmaceuticals Inc.