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
July 9, 2018
Date of Report
(Date of Earliest Event Reported)
BHATT DEVELOPERS AND BUILDERS INC.
(Exact Name of Registrant as Specified in its Charter)
BIRCH FOREST ACQUISITION CORPORATION
(Former Name of Registrant as Specified in its Charter)
Delaware 000-55888 82-3690062
(State or other (Commission File Number) (IRS Employer
jurisdiction
of incorporation)
1135 37A Avenue
Edmonton, Alberta T6T 0E7, Canada
(Address of principal executive offices) (zip code)
587-921-6695
(Registrant's telephone number, including area code
ITEM 3.02 Unregistered Sales of Equity Securities
On July 10, 2018, Bhatt Developers and Builders Inc. (formerly
Birch Forest Acquisition Corporation). (the "Registrant" or the
"Company") issued shares of its common stock pursuant to Se0ction
4(a)(2) of the Securities Act of 1933 at par representing 90%
of the total outstanding 5,500,000 shares of common stock as
follows:
Kalpesh Bhatt 4,000,000 shares
Hemangini Bhatt 1,000,000 shares
With the issuance of the stock and the redemption of 19,500,000
shares of stock (discussed below), the Company effected a change in
its control and the new majority shareholder(s) elected new management
of the Company. The Company intends to develop its business plan by
acquiring Bhatt Holdings Ltd., a private Canadian company. The
Company changed its name as part of the change in control. If the
Company makes any acquisitions, mergers or other business
combination, the Company will file a Form 8-K but until such time
the Company remains a shell company.
ITEM 5.01 Changes in Control of Registrant
On July 9, 2018, the following events occurred which resulted
in a change of control of the Registrant:
The Registrant cancelled an aggregate of 19,500,000 of the then
20,000,000 shares of outstanding stock valued at par.
The then current officers and directors resigned.
New officer(s) and director(s) were appointed and elected.
The disclosure required by Item 5.01(a)(8) of Form 8-K was
previously filed with the Securities and Exchange Commission on
Form 10-12G filed on January 19, 2018 as amended and supplemented
by the information contained in this report.
The Registrant has been formed to develop the business of Bhatt
Holdings Ltd. to develop, build and sell/lease commercial, industrial
and residential real estate projects in the United States and Canada
in the anticipation of creating value to those properties and
to shareholders.
ITEM 5.02 Departure of Directors or Principal Officers;
Election of Directors
On July 9, 2018, the following events occurred:
James M. Cassidy resigned as the Registrant's president,
secretary and director.
James McKillop resigned as the Registrant's vice president
and director.
The following persons were appointed as directors of the
Registrant:
Kalpesh Bhatt
Hemangini Bhatt
Kalpesh Bhatt was appointed to serve as President, Secretary
and Chief Financial Officer of the Registrant.
Kalpesh Bhatt serves as President, Secretary, and Chief Financial
Officer and a director of the Registrant. Since 2013, Mr. Bhatt has
served as the CEO and director of Bhatt Holdings Ltd., a Canadian real
estate developer primarily involved in procuring lands and constructing
commercial and residential construction. Bhatt Holdings Ltd. also
provides sell/lease selective real estate projects. Bhatt Holdings
Ltd. started in 2013 as a project manager of real estate projects and
has since developed to the successful execution of project portfolios
in excess of $200M. Bhatt Holdings proposed and executed projects
include luxury homes and commercial projects such as mixed use
office, strip malls and hotel/motel buildings. Mr. Bhatt received an
Executive MBA in 2014 from Athabasca University, Canada. He received
a Diploma in Industrial Electronics from Manarastra, India. He received
his certification as Project Management Professional from the Project
Management Institute in 2007.
From 2007 to 2012, Mr. Bhatt, served as project manager for
Syncrude Canada Ltd. at which he managed base plant mining capital
projects ranging up to $200M from project development to close out
stage under Exxon Mobil Capital Project Management Systems. From 2012,
Mr. Bhatt served as project manager for AtcoElectric at which he
managed capital transmission projects Mr. Bhatt also worked as a
senior project manager at Enbridge Canada Ltd. on fast track
projects up to $100M. Mr. Bhatt has received several employer
recognitions for his work.
Hemangini Bhatt serves as a director of the Registrant. Ms.
Bhatt has a history of expertise in the project safety field
including as supervisor, coordinator and auditor. Since 2013,
Ms. Bhatt has served as a director with Bhatt Holdings Ltd.
From 2012 to 2013, Ms. Bhatt was Project Safety Coordinator for
Contemporary Home Builders, Canada. Since 2015, Ms. Bhatt has
worked with Service Canada in regard to Canadian law. Ms. Bhatt
is a Certified Safety Administrator, a National Construction Safety
Officer and a Certified Safety Auditor. Mrs Bhatt received a
Bachelor of Arts Degree in 1993 from the University of Gujarat,
India and an Occupational Health & Safety Certificate from
University of Alberta.
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 hereunder duly authorized.
BHATT DEVELOPERS AND BUILDERS INC.
Date: July 10, 2018
/s/ Kalpesh Bhatt
