SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Hydrogen Hybrid Technologies, Inc. – ‘8-K’ for 10/26/05

On:  Thursday, 10/27/05, at 12:26pm ET   ·   For:  10/26/05   ·   Accession #:  1163002-5-6   ·   File #:  333-76242

Previous ‘8-K’:  ‘8-K’ on 3/28/05 for 3/25/05   ·   Next:  ‘8-K’ on 12/22/05 for 12/21/05   ·   Latest:  ‘8-K’ on 9/21/09 for 9/16/09

Find Words in Filings emoji
 
  in    Show  and   Hints

  As Of                Filer                Filing    For·On·As Docs:Size

10/27/05  Hydrogen Hybrid Techs, Inc.       8-K:1,5    10/26/05    1:5K

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         3     11K 


Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Item 1.02. Termination of a Material Definitive Agreement
"Item 5.02. Departure of Director and Principal Officer
8-K1st Page of 3TOCTopPreviousNextBottomJust 1st
 

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): October 26, 2005 Pinoak, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Nevada 333-76242 86-0983750 ---------------------------- ------------ ------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 10801 E. Grove Street, Mesa, AZ 85208 ----------------------------------------- -------------- (Address of principal executive offices) (zip code) Issuers telephone number: (480) 984-8446 -------------- Not applicable -------------------------------------------------------------- (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)) ===============================================================================
8-K2nd Page of 3TOC1stPreviousNextBottomJust 2nd
Item 1.02 Termination of a Material Definitive Agreement Pinoak, Inc. ("the Registrant") has cancelled its agreement to merge with Lanzhou Lantong Petro Machinery Forging Company, a Chinese Company, located in Lanzhou, Gansu, China. This agreement to merger with Lanzhou Lantong Petro Machinery Forging Company was contingent upon completion of audited financials conducted in accordance with the generally accepted accounting principles ("GAAP") of the United States. Lanzhou Lantong Petro Machinery Forging Company has been unable to produce audited financials. The Registrant is subject to reporting requirements under the Exchange Act and will, therefore, be required to furnish audited financial statements for any acquisition as required by Rule 3-05(b) of Regulation S-X. Item 5.02 Departure of Director and Principal Officer Mr. Kaiming Zhou, a director of Pinoak, Inc. as well as a director of Lanzhou Lantong Petro Machinery Forging Company has been removed as a director of the Registrant. The removal was approved by the sole shareholder of Pinoak, Rick Jesky, who owns all of the Pinoak shares. (See Item 1.02 "Termination of a Material Definitive Agreement" above.) Shareholder approval notice concerning Pinoak, Inc., provides approval by written consent, in lieu of a special meeting, of the holder of a majority of Pinoak common stock authorizing the removal of Mr. Kaiming Zhou as Director of the Company. His board seat remains vacant. The elimination of the need for a special meeting of the shareholders to approve the Amendment is authorized by Section 78.320 of the Nevada Revised Statutes, (the "Nevada Law"). This Section provides that the written consent of the holders of outstanding shares of voting capital stock, having not less that the minimum number of votes which would be necessary to authorize or take the action at a meeting at which all shares entitled to vote on a matter were present and voted, may be substituted for the special meeting. Further, pursuant to the Company's By-laws, Article III (10) states "Any director may be removed for cause by the majority vote of the stockholders or by a majority vote of the Board of Directors. Any director may be removed without cause by a majority vote of the stockholders." 2
8-KLast Page of 3TOC1stPreviousNextBottomJust 3rd
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. October 26, 2005 PINOAK, INC. ---------------- By: /s/ Rick Jesky ----------------------- Rick Jesky President/CEO 3

Dates Referenced Herein

Referenced-On Page
This ‘8-K’ Filing    Date First  Last      Other Filings
Filed on:10/27/05None on these Dates
For Period End:10/26/0513
 List all Filings 
Top
Filing Submission 0001163002-05-000006   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Thu., Mar. 28, 7:26:56.1am ET