- Current report filing (8-K)
June 05 2009 - 2:29PM
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) June 5, 2009
VERIFY SMART CORP.
(Exact name of registrant as specified in its charter)
Nevada 333-136492 20-5005810
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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Fort Legend Towers, Suite 2002 - 3rd Avenue corner 31st Street E. Square,
Fort Bonifacio Global City, Taguig, Metro Manila, Philippines
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 011-632-755-8870
n/a
(Former name or former address, if changed since last report.)
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 7.01. REGULATION FD DISCLOSURE
Verify Smart Corp. has signed an agreement with Ellick Corporation to provide
VSC's VerifyGateway, VeriSmart Card and VerifyNgo suite of services. As part of
this agreement, Ellick Corp. will provide VSC with VOIP and Contact Centre
capabilities in Manila. The company has disseminated a news release in regards
to the agreement with Ellick Corporation. A copy of that news release is
attached as an exhibit to this current report.
On May 29, 2009, the company filed a current report on Form 8-K in regards to
the entry into of two consulting agreements, and the issuance of shares to four
U.S persons pursuant to those agreements.
The disclosure provided in the current report stated:
"Effective May 19, 2009, we issued 1,750,000 restricted shares of our
common stock to four (4) U.S. persons (as that term is defined in
Regulation S of the Securities Act of 1933) relying upon Rule 506 of
Regulation D of the Securities Act of 1933."
As the above disclosure states, the Regulation S reference is in regards to the
definition of "US Persons", as such definition is found in Regulation S.
However, to provide further clarification, and as the rest of the disclosure
goes on to state, the issuance was made relying on Rule 506 of Regulation D.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
99.1 News Release dated June 5, 2009
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.
VERIFY SMART CORP.
/s/ Ralph Santos
-----------------------------
Ralph Santos
President
Date: June 5, 2009
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