Attached files

file filename
EX-3 - PREFERRED STOCK - Citadel EFT, Inc.ex31.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



September 6, 2011
Date of Report (Date of earliest event reported)



CITADEL EFT, INC.

(Exact name of registrant as specified in its charter)


 

Nevada

333-164882

80-0473573

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)


                        1100 Irvine Blvd.   

                       Tustin, California   

 

92780

(Address of principal executive offices)

 

(Zip Code)


 (714) 730=8143

Registrant’s telephone number, including area code


N/A

 (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[     ]

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 5.03 AMENDMENT TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGES IN FISCAL YEAR  


Effective September 6, 2011, the Board of Directors of Citadel EFT, Inc., a Nevada corporation (the “Company”) approved the designation of 51,000,000 shares of Series A preferred stock. The Company filed a desingation of Series A preferred stock with the Nevada Secretary of State on September 6, 2011 designating 51,000,000 shares of the authorized 100,000,000 shares of preferred stock as Series A preferred stock (the “Designation”). Each share Series A preferred stock is capable of being converted into one share of common stock and has certain preferences with regards to liquidation and dividiends. The Series A preferred stock had voting rights of two hundred votes per share of Series A preferred stock.


The Designation will not affect the number of the Company’s issued and outstanding common shares.


SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01

Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.

Not applicable.

(b) Pro forma Financial Information.

Not applicable.

(c) Shell Company Transaction.

Not applicable.

(d) Exhibits.

3.1  Designation of Series A Preferred Stock.     


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.


 

CITADEL EFT, INC.

DATE:  September 19, 2011


/s/Gary DeRoss 

Name: Gary DeRoos  

Title: President/Chief Executive Officer