Attached files
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EX-10.1 - Ranger Gold Corp. | form8k102809ex10-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
[Missing Graphic Reference]
FORM
8-K
[Missing Graphic Reference]
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): October 28, 2009
FENARIO,
INC.
(Exact
Name of Registrant as Specified in Its Charter)
Nevada
|
333-151419
|
26-0299388
|
(State
or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
2533
N. Carson St., Suite 5018
Carson City,
Nevada
(Address
of Principal Executive Offices)
89706
(Zip
Code)
(775)
546-2010
(Registrant’s
Telephone Number, Including Area Code)
410
Park Ave., 15th Floor, New York, New York
110022
(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))
Section
5. Corporate
Governance and Management
Item
5.01 Changes in Control of Registrant.
On
October 28, 2009, Uziel Leibowitz, the principal shareholder of Fenario Inc.
(the “Company”), entered into a Stock Purchase Agreement which provided for the
sale of 5,000,000 shares of common stock of the Company (the “Purchased Shares”)
to Gurpartap
(Gary) Singh Basrai (the
“Purchaser”). The consideration paid for the Purchased Shares, which
represent 55.5% of the issued and outstanding share capital of the
Company on a fully-diluted basis, was $152,500. The source of the cash
consideration for the Purchased Shares was Mr. Basrai’s personal
funds.
There are
no arrangements or understandings among members of both the former and new
control persons and their associates with respect to the election of directors
of the Company or other matters.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Effective as of October
28, 2009, in connection with the disposition of the Purchase Shares, (i) Uziel
Leibowitz resigned from his positions as the President, Chief Executive
Officer, and Chairman of the Company, (ii) Nathan Birnak resigned from his
positions as Secretary and Director of the Company and (ii) the Board of
Directors of the Company elected Gurpartap
(Gary) Singh Basrai as President, Chief Executive Officer, Chief
Financial Officer, and Secretary of the Company. Mr. Basrai was also appointed
as a director of the Company, which appointment shall become effective ten (10)
days after the delivery to the shareholders of the Company of an Information
Statement pursuant to Rule 14f-1.
Mr.
Basrai, age 58, is an accomplished businessman who has owned and operated a
chain of pharmacies in the Fremont, California area for over 30 years. He
is the former President of the Alameda Count Pharmacist Association and a
current Board member of the Alameda Alliance for Health, a company which
provides health care coverage to over 100,000 children and adults. In
addition, Mr. Basrai is an active consultant to several Intermediate Care
Facilities as well as the Fremont Surgery Center. Mr. Basrai holds a
Doctorate of Pharmacy from the UOP School of Pharmacy.
Item
9.01 Financial Statements and Exhibits
(c)
Exhibits:
Exhibit
10.1
|
Stock
Purchase Agreement dated October 28, 2009, between Uziel Leibowitz and
Gurpartap (Gary) Singh Basrai
|
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.
Fenario,
Inc.
|
|
(Registrant)
|
|
By:
/s/ Gurpartap Singh Basrai
|
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Name:
Gurpartap Singh Basrai,
Title: President, Chief Executive Officer,
Treasurer, Secretary and
Director
|
Date: October
29, 2009