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 1,
2019
Heyu Biological Technology Corporation
(Exact Name of Registrant as Specified in its Charter)
|
Nevada |
|
000-26731 |
|
87-0627910 |
|
(State
or Other Jurisdiction
of
Incorporation)
|
|
(Commission
File Number) |
|
(IRS
Employer
Identification Number) |
4th Floor, No. 10 Building, Xinglin Bay Business Operation
Center,
Jimei District, Xiamen City,
Fujian Province, China 361022
(Address of Principal Executive Offices, Zip Code)
Registrant’s telephone number, including area code: (86) 158
5924 0902
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)) |
Securities registered pursuant to Section 12(b) of the Act:
|
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| None |
|
None |
|
None |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
| Item
5.02 |
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers. |
Appointment of New Directors
On June 28, 2019, the board of directors (the “Board”) of Heyu
Biological Technology Corporation, a Nevada corporation (the
“Company”), appointed Mr. Stephan Truly Busch as a director of the
Company and Mr. Senad Busatlic as an independent director of the
Company, effective on July 1, 2019.
Mr. Busch, 70, has served as a non-executive director of Heyu
Leisure Holidays Corporation since March 2014, a Professor of
Education and Linguistics of Manipur International University since
May 2019, an accreditation officer of International Accreditation
Organization since January 2014, an evaluation expert of California
University Foreign Credentials Evaluation since 2010, a visiting
professor of Universidad Empresarial de Costa Rica since December
2010, and an external professor at Ansted University since
September 2011. Mr. Busch has been in the teaching profession for
over 40 years at different schools in Germany, and is fluent in
English, German, Bosnian, Croatian, and Serbian. From June 1973 to
July 2014, Mr. Busch worked as a high school teacher at
Lessing-Realschule, a school in Germany. Mr. Busch received his
Ph.D. in Education in 2014 and his master’s degree in 2010 from
Eastern Institute for Integrated Learning in Management
University.
On April 16, 2019, the Company entered into a Director Offer Letter
for a Director with Mr. Busch, attached hereto as Exhibit
10.1 , pursuant to which the Company agreed to pay him $3,750
in cash per year for serving on the Board, payable quarterly, and
reimburse him for reasonable and approved expenses incurred by him
in connection with the performance of his duties as a director.
There is no understanding or arrangement between Mr. Busch and any
other person pursuant to which he was appointed as a director.
Neither Mr. Busch nor any of his immediate family members is a
party to any transaction required to be disclosed pursuant to Item
404(a) of Regulation S-K.
Mr. Busatlic, 43, has been an associate professor doctor in the
field of Management Science since October 2015 and served as an
assistant professor doctor in the field of Management Science from
October 2010 to October 2015 at International University of
Sarajevo. Mr. Busatlic has served as an expert in Project and
Business Management in Organization for development and affirmation
of society: “Building New Lives” (BNL) in cooperation with
Municipality Center since September 2012. Mr. Busatlic has had
several other positions at International University of Sarajevo.
From April 2012 to June 2017, Mr. Busatlic served as the head of
Department of Economic and Management; from December 2014 to June
2016, Mr. Busatlic served as the coordinator of Leadership and
Entrepreneurship Center; from January 2011 to April 2012, Mr.
Busatlic served as the vice rector for Research and External
Affairs; from October 2010 to January 2011, Mr. Busatlic served as
the vice dean for Faculty of Business Administration. From June
2009 to October 2010, Mr. Busatlic served as a business development
advisor for Akova Impex d.o.o. From June 2007 to March 2009, Mr.
Busatlic served as an executive director of Europapier-Hercegtisak
d.o.o. Mr. Busatlic has published a book and many scientific papers
in the fields of economics and management. Mr. Busatlic received
his Ph.D. in Economics from Braca Karic University Beograd in 2010
and his master’s degree in Economics from International University
at Novi Pazar in 2008.
On April 16, 2019, the Company entered into a Director Offer Letter
for an Independent Director with Mr. Busatlic, attached hereto as
Exhibit 10.2 , pursuant to which the Company agreed to pay
him $3,750 in cash per year for serving on the Board, payable
quarterly, and reimburse him for reasonable and approved expenses
incurred by him in connection with the performance of his duties as
a director. There is no understanding or arrangement between Mr.
Busatlic and any other person pursuant to which he was appointed as
a director. Neither Mr. Busatlic nor any of his immediate family
members is a party to any transaction required to be disclosed
pursuant to Item 404(a) of Regulation S-K.
| Item
5.03 |
Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal
Year. |
On June 28, 2019, the Board approved and authorized the adoption of
amendments to the Bylaws of the Company (the “Bylaw Amendments”),
which became effective immediately upon their adoption by the
Board. The Bylaw Amendments amended Article 3 Section 3.2 to
increase the authorized number of directors from three to
eleven.
The foregoing description of the Bylaw Amendments is not complete
and is qualified in its entirety by reference to the full text of
the Bylaw Amendments included in the Amended and Restated Bylaws,
filed as Exhibit 3.1 to this report and incorporated herein
by reference.
| Item
9.01 |
Financial
Statements and Exhibits |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this Report to be signed on its
behalf by the undersigned hereunto duly authorized.
| |
Heyu Biological Technology Corporation |
| |
|
|
| |
By: |
/s/
Ban Siong Ang |
| |
Name: |
Ban
Siong Ang |
| |
Title: |
Chief
Executive Officer |
| |
|
|
| |
Dated: |
July
1, 2019 |
2
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