Attached files
file | filename |
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EX-3.1 - NEVADA FORM 209. - Dong Fang Minerals, Inc. | exh31.htm |
EX-2.1 - ARTICLES OF MERGER. - Dong Fang Minerals, Inc. | exh21.htm |
EX-10.1 - LETTER OF INTENT. - Dong Fang Minerals, Inc. | exh101.htm |
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)
April 5,
2010 (March 18, 2010)
HELI
ELECTRONICS CORP.
formerly
Dong Fang Minerals, Inc.
(Exact
name of registrant as specified in its charter)
NEVADA
|
000-53692
|
(State
or other jurisdiction of incorporation)
|
(Commission
File No.)
|
Room
A606, Dacheng International Centre,
78
Dongsihuanzhonglu
Chaoyang
District, Beijing, P.R. China
(Address
of principal executive offices and Zip Code)
(86)
010-5962 5606
(Registrant's
telephone number, including area code)
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))
|
[ ]
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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
3.02 UNREGISTERED SALE OF EQUITY
SECURITIES
On April 5, 2010, we split our
authorized and issued shares of common stock on the basis of 120 for
1. Immediately prior to the split, there were 100,000,000 shares of
common stock authorized with 6,006,000 shares of common stock
outstanding. Immediately after the split, there were 12,000,000,000
shares of common stock authorized with 720,720,000 shares of common stock
outstanding. Par value remained at $0.00001 per share.
ITEM
5.03 AMENDMENTS TO ARTICLES OF
INCORPORATION
On March 29, 2010, we merged our wholly
owned subsidiary corporation, Heli Electronics Corp. into Dong Fang Minerals,
Inc. Dong Fang Minerals, Inc. is the surviving
corporation. Concurrently therewith we changed the name of the
Company to Heli Electronics Corp.
ITEM
8.01 OTHER EVENTS
On March 18, 2010, we entered into a
non-binding letter of intent to acquire all of the issued and outstanding shares
of a British Virgin Island corporation to be formed in the future in
consideration of 144,280,000 restricted shares of our common
stock. The BVI corporation will, prior thereto, have acquired all of
Guangzhou Heli Information Technology Co., Ltd. a People’s Republic of China
Corporation (“Heli”). As part and parcel of the transaction, we will
pay a stock dividend of 120 shares of common stock for each one share of common
stock outstanding. Further we will have changed our name to Heli
Electronics Corp. The letter of intent also contains other provisions
all of which relate to the proposed change of control of Dong Fang Minerals,
Inc. The letter of intent is not binding upon any parties thereto and
is subject to the execution of a definitive agreement.
ITEM
9.01 FINANCIAL STATEMENTS AND
EXHIBITS
Exhibits
|
Document
Description
|
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2.1
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Articles
of Merger
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3.1
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Nevada
Form 209
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10.1
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Letter
of Intent
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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.
Dated
this 5th
day of April 2010.
HELI
ELECTRONICS CORP.
|
||
BY:
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LU
LU
|
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Lu
Lu
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||
President,
Principal Executive Officer, Treasurer, Secretary, Principal Financial
Officer, Principal Accounting Officer, and sole member of the Board of
Directors
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