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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

 

June 13, 2023

Date of Report (Date of earliest event reported)

 

The Greater Cannabis Company Inc.

 

(Exact Name of Registrant as Specified in Charter)

 

Florida   000-56027   30-0842570

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

15 Walker Ave, Suite 101
Baltimore, MD 21208

(Address of Principal Executive Offices)

 

(443) 738-4051

(Registrant’s telephone number, including area code)

 

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 (see General Instruction A.2. below):

 

☐ 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        

 

 

 

   

 

 

As used in this Current Report on Form 8-K (this “Current Report”), and unless otherwise indicated, the terms “the Company,” “GCAN,” “we,” “us” and “our” refer to Kinetic Group, Inc. and its subsidiaries.

 

Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

Effective June 13, 2023, the Company amended its Articles of Incorporation to increase the voting power of its Series A Preferred Stock to 1.76 votes per share.

 

A copy of the Amendment to Articles of Incorporation is filed with this Current Report as Exhibit 3.1 and is incorporated herein by reference.

 

Item 9.01Financial Statements and Exhibits.
  
(d) Exhibits

 

Exhibit No   Description
     
3.1   Amendment to Articles of Incorporation dated June 4, 2023
104   Cover Page Interactive Data File (embedded within the Inline XBRL document) 

 

   

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  The Greater Cannabis Company, Inc.
a Florida corporation
   
Dated: August 16, 2023 By: /s/ Aitan Zacharin
    Chief Executive Officer

 

   


 

Exhibit 3.1

 

AMENDMENT TO ARTICLES OF INCORPORATION

OF

THE GREATER CANNABIS COMPANY, INC.

 

THE GREATER CANNABIS COMPANY, INC., a Florida corporation (the “Company”), acting pursuant to the Florida Business Corporation Act, does hereby submit the following amendment to its Articles of Incorporation:

 

FIRST: The name of the Corporation is THE GREATER CANNABIS COMPANY, INC.

 

SECOND: The Articles of Incorporation of the Corporation were filed with the Florida Secretary of State on January 13, 2017 and amended on August 28, 2018, March 8, 2019, September 27, 2019 and July 29, 2020 (as so amended, the “Articles”).

 

THIRD: Paragraph 4 of Article SECOND of the Certificate of Designation of Series A Preferred Stock set forth in an amendment to the Articles filed with the Florida Secretary of State on September 27, 2019, shall be amended to read in its entirety as follows:

 

“4. Voting. The shares of Series A Convertible Preferred Stock shall vote on all matters as a class with the holders of Common Stock and each share of Series A Convertible Preferred Stock shall be entitled to 1.76 votes per share.”

 

FOURTH: This Amendment to the Articles of Incorporation was approved by the Company’s sole director by written consent dated June 1, 2023. Shareholder approval of this Amendment was not required.

 

IN WITNESS WHEREOF, the Company has caused this Amendment to its Amended and Restated Articles to be executed by its Chief Executive Officer on this 4th day of June, 2023

 

  THE GREATER CANNABIS COMPANY, INC. INC.
     
  By:  /s/ Aitan Zacharin
    Aitan Zacharin, Chief Executive Officer

 

1

 

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Current Fiscal Year End Date --12-31
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Entity Incorporation, State or Country Code FL
Entity Address, Address Line One 15 Walker Ave
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