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): December 29, 2017
HotApp Blockchain Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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333-194748
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47-4742558
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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4800 Montgomery Lane, Suite 210
Bethesda, MD
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20814
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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
(301) 971-3940
HotApp International, Inc.
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))
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company ☑
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
☐
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
Name Change
On
December 29, 2017, the Board of Directors of HotApp International,
Inc. (the “Company”) approved a change of the
Company’s name from “HotApp International, Inc.”
to “HotApp Blockchain Inc.” Singapore eDevelopment
Limited, the stockholder holding a majority of the Company’s
issued and outstanding common stock, approved this name change on
December 29, 2017 and a Certificate of Amendment changing the
Company’s name was filed with the State of Delaware on
December 29, 2017.
Amendment of the Company’s Bylaws
On
December 29, 2017, the Company’s Board of Directors approved
an amendment to the Company’s Bylaws as follows (such
changes, the “Amendment”):
1.
The name of the
Bylaws shall be amended to: “Bylaws of HotApp Blockchain
Inc.”
2.
The second sentence
of Article IV, Section 1 of the Bylaws shall be amended to state
“The Board of Directors may consist of 1 to 9 members, as may
be determined by the Board from time to time.”
3.
Article XI shall be
amended to state: “These Bylaws may be altered or amended and
new Bylaws may be adopted by the shareholders at any annual or
special meeting of the shareholders or by the Board of Directors at
any regular or special meeting of the Board of Directors; except
that, if such action is to be taken at a meeting of the
shareholders, notice of the general nature of the proposed change
in the Bylaws shall have been given in the notice of the
meeting.”
Previously,
the Bylaws used a prior name for the Company; Article IV, Section 1
had permitted the Board of Directors to consist of a maximum of
three individuals; and Article XI had permitted amendments to the
Bylaws only by stockholders and not by the Board of
Directors.
Singapore
eDevelopment Limited, the stockholder holding a majority of the
Company’s issued and outstanding common stock, approved this
Amendment of the Company’s Bylaws on December 29,
2017.
Item 5.07 Submission of Matters to a Vote of
Security Holders.
On
December 29, 2017, Singapore eDevelopment Limited, the stockholder
holding a majority of the Company’s issued and outstanding
common stock, approved the change of the Company’s name and
Amendment of the Company’s Bylaws as described in Item 5.03,
above, and as incorporated herein by reference
thereto.
Item
8.01 Other Events.
Expansion of Business Activities
On
December 29, 2017, the Company’s Board of Directors
determined that it is in the best interest of the Company to expand
its activities to include the development and commercialization of
Blockchain related technologies and ICO Technology Consulting in
addition to the present activities 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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HotApp Blockchain Inc.
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Date:
January 3, 2018
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By:
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/s/
Conn Flanigan
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Name:
Conn Flanigan
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Title:
Secretary and Director
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