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): August 31, 2011
Colombia Clean Power & Fuels, Inc.
(Exact Name of Registrant as Specified in Charter)
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Nevada
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000-32735
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87-0567033
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(State or Other Jurisdiction of Incorporation)
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Commission File Number
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(IRS Employer Identification No.)
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One Embarcadero Center, Suite 500, San Francisco, CA
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94901
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (415) 460-1165
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:
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Written communications pursuant to Rule 425 under the Securities Act
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On August 31, 2011, the board of directors amended the Company’s 2010 Equity Incentive Plan to increase the number of shares authorized under the Plan from 3,300,000 to 6,133,334.
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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On September 6, 2011, shareholders owning a majority of the voting control of the Company authorized by written consent an amendment to the articles of incorporation to change the name of the Company to “Colombia Energy Resources, Inc.” and authorized the change of domicile of the Company from the State of Nevada to the State of Delaware through the merger of the Company with and into a Delaware corporation to be formed for the purpose of changing domicile. The Company is preparing an information statement for the shareholders of the Company describing these transactions. The name change and domicile change will be effective upon the filing of the articles of merger with the respective states which management intends to accomplish 20 days following the filing of the definitive information statement with the Commission and the mailing of the information statement to the shareholders 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 report to be signed on its behalf by the undersigned hereunto duly authorized.
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Colombia Clean Power & Fuels, Inc.
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Date: September 7, 2011
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By:
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/s/ Ronald G. Stovash | |
| Ronald G. Stovash, CEO | |||
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