Attached files
| file | filename |
|---|---|
| EX-10 - EXHIBIT 10.7 - KinerjaPay Corp. | exh10_7.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
___________________
FORM 8-K/A
___________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): March 21, 2016
KINERJAPAY
CORP.
(Exact Name of
Registrant as Specified in its Charter)
Commission File No.: 333-168068
| Delaware | 42-1771817 |
| (State of Incorporation) | (I.R.S. Employer Identification No.) |
| Jl. Multatuli, No.8A, Medan Indonesia | 20151 |
| (Address of Registrant's Office) | (ZIP Code) |
Registrant's Telephone Number, including area code: +62-819-6016-168
| Solarflex Corp., 12 Abba Hillel Silver Street, 11th Floor, Ramat Gan 52506, Israel |
| (Former Name and Address) |
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))
Item 3.02 Unregistered Sales of Equity Securities.
This Form 8-K/A is being filed to correct the total number of restricted shares issued and sold as reported in the Form 8-K filed by KinerjaPay Corp. (the "Registrant") on March 23, 2016, from 2,163,162 shares to 2,783,333 shares. In all other respects, the Registrant's Form 8-K filed on March 23, 2016 is correct. The table below contains the correct total number of shares issued and sold in reliance upon the exemptions provided in Section 4(2) the Act and Regulation S or, in the instance of one individual, Regulation D, promulgated by the SEC under the Act.
| Name of Issuee | Date of Issuance | Number of Shares | Consideration/Valued (2) | Bases for Issuance |
| PT Kinerja Indonesia | 03/21/2016 | 1,333,333 | (1) | Services |
| PT Stareast Asset Management | 03/21/2016 | 640,000 | $0.50 per unit | Subscription Agreement |
| Firman Eddy Limas | 03/21/2016 | 140,000 | $0.50 per unit | Subscription Agreement |
| Christopher Danil | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Eric Wibowo | 03/21/2016 | 40,000 | $0.50 per unit | Subscription Agreement |
| Henful Pang | 03/21/2016 | 40,000 | $0.50 per unit | Subscription Agreement |
| Hendro Tjahjono | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Jusuf Budianto | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Lau Kin Harn | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Stephanus Titus Widjaja | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Stephen Kurniadi | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Andy Litansen | 03/21/2016 | 30,000 | $0.50 per unit | Subscription Agreement |
| Djoahan Farida | 03/21/2016 | 150,000 | $0.50 per unit | Subscription Agreement |
| Silvia Hady | 03/21/2016 | 50,000 | $0.50 per unit | Subscription Agreement |
| Alfred Herman Goenawan | 03/21/2016 | 200,000 | $0.50 per unit | Subscription Agreement |
| Jeffrey Nah Kim Boon | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Daniel Yohansha | 03/21/2016 | 20,000 | $0.50 per unit | Subscription Agreement |
| Total Shares Issued | 2,783,333 |
(1) The 1,333,333 Shares issued to PT Kinerja Indonesia
pursuant to a Services Agreement dated February 19, 2016, a copy of which is
filed as an exhibit 10.7 to this Form 8-K, do not vest until eighteen months
from that date but do have voting rights on all matters submitted to the
vote of the Registrant's shareholders.
(2) The above-referenced Subscription Agreements were
executed during the period commencing December 30, 2015 through March 1,
2016 but the Shares were not issued until after the effective date of the
Registrant's reverse split, which was March 10, 2016.
Item 9.01 Financial Statements and Exhibits
(b) The following documents are filed as exhibits to this current report on Form 8-K or incorporated by reference herein. Any document incorporated by reference is identified by a parenthetical reference to the SEC filing that included such document.
Exhibit No. |
Description |
|---|---|
| 10.7 | Service Agreement between the Registrant, its subsidiary (in organization), PT. KinerjaPay Indonesia and PT. Kinerja Indonesia, dated February 19, 2016, filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| KinerjaPay Corp. | ||
| By: | /s/ Edwin Witarsa Ng | |
| Name: | Edwin Witarsa Ng | |
| Title: | Chief Executive Officer |
Date: March 28, 2016