AND EXCHANGE COMMISSION
to Section 13 or 15(d) of the
Exchange Act of 1934
of Report (Date of earliest event reported): July 6, 2020
HEALTHCARE GROUP, INC.
name of registrant as specified in its charter)|
or other jurisdiction
incorporation or organization)
Lindell Road, D517
Vegas, Nevada 89103
of principal executive offices)
telephone number, including area code)
name or former address, if changed since last report)
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):
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)|
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))|
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))|
registered pursuant to Section 12(b) of the Act:
of each class
of each exchange on which registered|
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).
growth company [ ]
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. [ ]
5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
July 7, 2020, Tongji Healthcare Group, Inc. (the “Company”) filed a Certificate of Amendment (the “Amendment”)
with the Secretary of State of Nevada applicable to the Company’s articles of incorporation. The Amendment had the effect
of increasing the authorized capital stock of the Company to 550,000,000, comprised of 500,000,000 shares of common stock, par
value $0.001 and 50,000,000 shares of preferred stock, par value $0.001.
effective date of the Amendment is July 7, 2020.
foregoing description of the Amendment is qualified in its entirety by reference to the complete terms and conditions of the Amendment,
a copy of which is attached to this Current Report on Form 8-K as Exhibit 3.1 and is incorporated by reference into this Item
5.07. Submission of Matters to a Vote of Security Holders.
following is a summary of the matters voted on by written consent of the stockholders of the Company effective July 6, 2020.
amendment to the Company’s articles of incorporation to increase the Company’s authorized capital stock and the
filing of the Amendment with the Secretary of State of Nevada was authorized, approved, and adopted, as follows:|
|| ||Votes Against|| ||
|| ||Abstain|| ||
|| ||Broker Non-Votes|| |
|| ||—|| ||
|| ||—|| ||
|| ||—|| |
of the Company’s outstanding shares as of July 6, 2020. Represents shares owned by West Of Hudson Group, Inc. Votes
from other stockholders were not solicited.|
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amended report to be signed on
its behalf by the undersigned hereunto duly authorized.
HEALTHCARE GROUP, INC.|
July 10, 2020
Chief Executive Officer