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):
December
9, 2009
Rhino
Productions, Inc.
(Exact
Name of Registrant as Specified in its Charter)
|
Nevada
State
of
Incorporation
|
001-34210
Commission
File Number
|
33-1176182
IRS Employer
I.D. Number
|
Chaowai
Street. Yi 12.
Kuntai
Center Commerical Street 01
Chaoyang
District. Beijing China
_____________________________________________
Address
of principal executive offices
Registrant’s
telephone number: 212 561
3604
16887 NW
King Richard Court
Sherwood,
Oregon 94140
(503)
516-2027
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):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item
5.01. Change in Control of Registrant.
On
December 9, 2009, Vast Glory Holdings Limited ("Purchaser") purchased from
Ronald G. Brigham 2,000,000 shares of the outstanding common stock, $.001 par
value, of Rhino Productions, Inc. (the “Company”), for $132,000 (the
"Stock Transaction"). The purchased shares constituted 52.5% of the 3,809,600
issued and outstanding shares of the Company's common stock, resulting in a
change in the controlling interest of the Company.
Prior to
the Stock Transaction, Ronald Brigham held an aggregate of 2,150,000
shares of the Company's common stock, representing collectively approximately
56.4% of the Company's 3,809,600 issued and outstanding shares of common
stock. The number of outstanding shares of the Company
increased in October 2009 when the Company issued 1,200,000 shares to a Mr.
Ronald Davis in return for his forgiveness of a loan in the amount of $11,800
and his agreement to satisfy $21,035 due from the Company to various
vendors.
The
source of the funds with which Purchaser purchased such shares was working
capital.
Item
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
Change of
Management
On
December 9, 2009, Song Yakun was appointed as a director of the Company, to
serve until her successor shall be elected and qualified or until the earlier of
her death, resignation or removal in the manner provided for in the Company's
by-laws. In addition, Song Yakun was nominated and elected by the Board as
President of the Company, to serve until her successor shall be elected and
qualified or until the earlier of her death, resignation or removal in the
manner provided for in the Company's by-laws.
In
conjunction with Song Yakun’s appointment to the Board and election as an
officer of the Company, Ronald G. Brigham submitted his resignation as members
of the Board and as an officer of the Company.
Business
Experience of New Management.
Song
Yakun, the newly appointed director and President of the Company, has over over 15 years experience
in the food processing industry in China.
Terms of
Engagement.
As
provided in the Company's by-laws, all directors shall hold office until the
completion of their term of office as provided in the Company's by-laws, or
until their respective successors have been elected or their earlier death,
resignation or removal. All officers are appointed annually by the Board and,
subject to any existing employment agreement, serve at the discretion of the
Board. As of this date, no written employment agreement exists between the
Company and Song Yakun, as new management. Currently directors of the Company
receive no compensation.
The
Company will consider applying for officers and directors liability insurance at
such time as it has the resources to do so. The Company has determined that it
has neither sufficient members nor resources currently to establish audit,
compensation or other committees.
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Relationships
and Related Transactions.
After
giving effect to the Stock Transaction, Song Yakun is an indirect owner of the
2,000,000 shares of the Company's common stock held by Purchaser by reason of
her control of Purchaser, of which entity she is the sole owner, director and
officer.
On
December 9, 2009, Song Yakun was appointed as a director and the President of
the Company.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Current Report to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated:
December 17, 2009
| RHINO PRODUCTIONS, INC. | ||||
|
|
By:
|
/s/ Song Yakun | ||
| Name: | Song Yakun | |||
| Title: |
President
|
|||
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