Current Report Filing (8-k)
January 14 2016 - 4:26PM
Edgar (US Regulatory)
U.S. 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
12, 2016
VALLEY
HIGH MINING COMPANY
(Exact
name of small business issuer as specified in its charter)
Nevada |
|
000-51232 |
|
68-0582275 |
(State
of other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer ID No.) |
PO
Box 66
Oakdale
NY 11769
(Address
of principal executive offices)
(301)
202-7762
(Registrant’s
telephone number, including area code)
10777
Westheimer Road
Suite
1100
Houston,
TX 77042
(former
name or former address, if changed since last report)
Item
5.01 Changes in Control of Registrant.
On
January 12, 2016, Keystone Financial Management, Inc. (“Keystone”) filed a Notice of Rescission and Declaration of
Default against Richard Johnson (“Johnson”) related to the Series B Preferred Stock Purchase Agreement dated December
3, 2014 (the “Agreement”) effective immediately. Keystone rescinded the Agreement due to Johnson’s failure to
pay the deposit, failure to pay anything towards the purchase price, and failure to maintain the Company in Good Standing.
On
January 12, 2016, Keystone executed a Stock Purchase Agreement with Mr. Peter Scalise for the sale of the 51 shares of Series
B Preferred stock, which carries a 51% voting majority. The transaction represents a change in control of the Company.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors: Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
January 13, 2016, there was a Written Consent of Stockholders in Lieu of Annual Meeting, where the Series B Preferred stockholder
(51% majority votes) voted to appoint Mr. Clifford Pope (“Pope”) as sole director, Chief Executive Officer, President,
Chief Financial Officer, Secretary, and Treasurer until such time that his successor is duly elected and qualified. Mr. Richard
Johnson and Mr. Peter Bianchi were relieved of all of their duties as officers and directors of the Company effective immediately.
Following
is the resume of Clifford Pope:
Clifford
Pope, age 65,
Has
over 35 years of experience in Information Technologies (IT), business development and providing a variety of related services
and products. Over the past 25 years as a CEO/President, was the founder of five businesses providing technical support
services and IT products to the USA military and federal government agencies.
Additionally
his background includes marketing research, developing business plans, creating and establishing business infrastructures, computer
manufacturing, managing business development campaigns; implementing various IT operations from network Operating Centers, Voice
over Internet Protocol services, Help Desk Operations, software development, medical diagnostic testing devices, and business
process re-engineering.
Has
been the CEO/President of public a company since 2003, very knowledgeable of financial statements, producing disclosure and financial
statements, cost accounting, federal government practices, protocols, and private industry practices. Has a working
experience in corporate mergers, stock exchanges, and the formation of public entities and very knowledgeable of the corporate
governance requirements of the Sarbanes-Oxley Act.
SIGNATURES
Pursuant
to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly authorized on January 14, 2016.
|
VALLEY
HIGH MINING COMPANY |
|
|
|
|
By: |
/s/
Clifford Pope |
|
|
Clifford
Pope, Chief Executive Officer |
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