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EWaste Systems, Inc. Form 8-K: Current report

EWaste Systems, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2014-12-10: Form 8-K/A; Period of report 2014-11-28; Description 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.01.
  • 2014-12-04: Form 8-K; Period of report 2014-11-28; Description 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.01.
  • 2014-10-21: Form 8-K; Period of report 2014-10-14; Description 3.03 Material Modification to Rights of Security Holders; Details 3.03.
  • 2014-10-07: Form 8-K; Period of report 2014-10-03; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
FiledFormPeriod of reportDescriptionDetailsDocument
2014-12-108-K/A2014-11-281.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.01 On November 28, 2014 , E-Waste Systems, Inc (“EWSI”) entered into a binding Agreement (“HTA”) with Aruls Environmental and Green Ozone Pvt Ltd (“AEGOPL”), an India based company, for a Joint Venture to develop and expand reverse logistic operations in North America, India and South East Asia.
5.03 On December 2, 2014 the Company approved the filing of an amendment to its Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.
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2014-12-048-K2014-11-281.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.01 On November 28, 2011, E-Waste Systems, Inc (“EWSI”) entered into a binding Agreement (“HTA”) with Aruls Environmental and Green Ozone Pvt Ltd (“AEGOPL”), an India based company, for a Joint Venture to develop and expand reverse logistic operations in North America, India and South East Asia.
5.03 On December 2, 2014 the Company approved the filing of an amendment to its Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.
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2014-10-218-K2014-10-143.03 Material Modification to Rights of Security Holders3.03 E-Waste Systems, Inc. (the "Company"), has approved a two hundred fifty-for-one (250:1) reverse stock split (the "Reverse Split") of the Company's common stock (the "Common Stock") and a change in the par value of the Common Stock and the Preferred Stock from $.001 to a new par value of $.0001.mainbody.htm
2014-10-078-K2014-10-035.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On October 3, 2014 the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.mainbody.htm
2014-09-298-K2014-09-245.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On September 24, 2014 the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.mainbody.htm
2014-09-228-K2014-09-161.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.mainbody.htm
2014-09-058-K2014-09-025.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On September 2, 2014 the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.mainbody.htm
2014-08-088-K2014-08-021.01 Entry into a Material Definitive Agreement1.01 On August 1, 2014, E-Waste Systems, Inc (“EWSI”) upon the approval of the Board of Directors pursuant to duly authorized and adopted resolution concluded a series of agreements including that certain Amendment Agreement with Redwood Management, LLC a limited liability company organized under the laws of Florida (“Redwood”) modifying the Loan Agreement and Promissory Note previously entered into with TCA Global Credit Master Fund LP, A Cayman Islands Limited Partnership (“TCA”) effective on December 6, 2013 in the original face amount of $1 Million plus interest thereon (collectively the “TCA Obligations”) and providing that Redwood will assume the TCA Obligations and in connection therewith EWSI executed two Replacement Revolving Notes in the amounts of $135,709.99 and $949,969.94 together with an Amendment Agreement providing for more favorable economic terms and conversions.mainbody.htm
2014-08-018-K/A2014-03-264.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On March 26, 2013, EWSI entered into a set of agreements with XuFu (Shanghai) Co, Ltd, (“XuFu”) a company incorporated in the People’s Republic of China (“PRC”) and formerly known as Yazhuo, through which EWSI provides business development activities through its eVolve business unit.mainbody.htm
2014-07-308-K2014-07-255.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On July 25, 2014 the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.mainbody.htm
2014-07-028-K/A2014-06-275.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On June 27, 2014 the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.mainbody.htm
2014-04-158-K/A2014-04-144.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On March 26, 2013, EWSI entered into a set of agreements with XuFu (Shanghai) Co, Ltd, (“XuFu”) a company incorporated in the People’s Republic of China (“PRC”) and formerly known as Yazhuo, through which EWSI provides business development activities through its eVolve business unit headed by Daniel Feeney, Senior Vice President.mainbody.htm
2014-04-048-K2014-03-315.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On March 31, 2014 the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.mainbody.htm
2014-03-268-K/A2014-03-014.01 Changes in Registrant's Certifying Accountant; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.01 On March 1, 2014 E-Waste Systems, Inc. (the “Company”) was notified by e-mail of the resignation of its independent, public accounting firm, MaloneBailey, LLP, effective that date.
4.02 Please see Item 4.01 above.
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2014-03-078-K2014-03-054.01 Changes in Registrant's Certifying Accountant4.01 a) On March 5, 2014, the Board of Directors approved the engagement of RBSM Accountants & Advisors (“RBSM”), as its auditors for eWaste Systems, Inc. (the "Company").mainbody.htm
2014-03-078-K2014-03-014.01 Changes in Registrant's Certifying Accountant; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.01 On March 1, 2014 E-Waste Systems, Inc. (the “Company”) was notified by e-mail of the resignation of its independent, public accounting firm, MaloneBailey, LLP, effective that date.mainbody.htm
2014-02-138-K2014-02-061.01 Entry into a Material Definitive Agreement1.01 On February 6, 2014 E-Waste Systems, Inc. (“EWSI”) or (“the Company”) entered into a final version of a Binding Letter of Intent (“BLOI”) on which negotiations had begun in November, 2013.mainbody.htm
2014-02-048-K2014-01-288.01 Other Events8.01 On January 28, 2014 the Chief Executive Officer of E-Waste Systems, Inc. (“Corporation”) conducted a conference call interview.mainbody.htm
2014-02-048-K2013-06-304.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On August 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended June 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-02-048-K2013-03-314.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On May 20, 2013 the Company filed its quarterly report on Form 10Q for the period ended March 31, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-01-228-K/A2013-11-214.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On November 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended September 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-01-228-K/A2013-11-164.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On May 20, 2013 the Company filed its quarterly report on Form 10Q for the period ended March 31, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-01-228-K/A2013-08-174.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On August 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended June 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-01-028-K/A2013-11-194.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On November 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended September 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-01-028-K/A2013-08-194.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On August 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended June 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2014-01-028-K2013-12-304.01 Changes in Registrant's Certifying Accountant; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.01 (a) Effective December 30, 2013, Sadler Gibb & Associates, LLC (“Sadler Gibb”) resigned as the Company’s independent accountants.
4.02 Item No. 1: The company prepared and made the filing and was advised by the auditor that the consolidated financial statements should be amended immediately prior to the filing of the Form 8-K. The changes in the consolidated financial statements resulted from some information provided by certain operations in China that led to corrections to the statements.
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2013-12-118-K2013-12-061.01 Entry into a Material Definitive Agreement1.01 On November 6, 2013 E-Waste Systems, Inc. (“EWSI”) or (“the Company”) entered into an agreement whereby E-Waste Systems, Inc acquired those certain promissory notes payable by WWS Associates, Inc., doing business as 2TRG (WWS) and secured by the assets of WWS for through that certain Loan Purchase Agreement and Assignment Agreement attached hereto as Exhibit 99.1.mainbody.htm
2013-11-278-K2013-11-194.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On November 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended September 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2013-11-198-K2013-09-304.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On May 20, 2013 the Company filed its quarterly report on Form 10Q for the period ended March 31, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2013-11-078-K2013-10-288.01 Other Events8.01 On October 28, 2013 E-Waste Systems, Inc. (“EWSI”) issued payment in full to Asher Enterprises, Inc. (“Asher”) to retire the Convertible Promissory Note (the “Note”) entered into between the two parties on June 3, 2013.mainbody.htm
2013-10-168-K2013-10-158.01 Other Events8.01 On October 15, 2013 E-Waste Systems, Inc. (“EWSI”) posted on its website, its Facebook page and blog site an open letter to shareholders from the Chief Executive Officer of the Company (“CEO”), Mr. Martin Nielson.mainbody.htm
2013-09-128-K2013-09-091.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On September 9, 2013 E-Waste Systems, Inc. (the “Company”) entered into a binding Agreement with GoEz Deals, Inc., with its principal office at 80 Wall Street, New York, NY 10005 USA, (the ‘GoEZ’), and Ed Torres, founder and CEO of GoEZ (“Torres”).
3.02 On September 9, 2013 E-Waste Systems, Inc. (“EWSI”) entered into a Management and Business Development Agreement with Ed Torres as part of its Agreement with GoEz Deals, Inc. whereby EWSI is obligated to issue 1,750,000 newly issued restricted common shares of EWSI (the “Stock”) valued at a price per share of $0.135.
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2013-08-298-K2013-08-193.02 Unregistered Sales of Equity Securitiesmainbody.htm
2013-08-238-K2013-08-194.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On August 19, 2013 the Company filed its quarterly report on Form 10Q for the period ended June 30, 2013 with the United States Securities and Exchange Commission.mainbody.htm
2013-08-138-K2013-08-123.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year3.02 On August 12, 2013 E-Waste Systems, Inc. (“EWSI”) entered into a debt conversion agreement with its Chief Executive Officer, Mr. Martin Nielson.
5.03 On August 12, 2013 E-Waste Systems, Inc. (“EWSI”) filed an amendment to their Series B Preferred Class of Stock.
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2013-08-088-K2013-08-077.01 Regulation FD Disclosure7.01 In order to keep our stockholders informed of the day-to-day business of the Company and to remain as transparent to our stockholders as possible, we have voluntarily elected to file this Form 8K to disseminate the current capital structure of the Company.mainbody.htm
2013-07-298-K2013-07-265.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On July 26, 2013, we filed with the Nevada Secretary of State a Certificate of Designation to designate the rights and preferences of Five Hundred Thousand (500,000) shares of a new class of Preferred Stock, known as Series B Preferred Stock.mainbody.htm
2013-07-238-K2013-07-173.02 Unregistered Sales of Equity Securities; 8.01 Other Events3.02 On July 17, 2013 E-Waste Systems, Inc. (“EWSI”) entered into a debt conversion agreement with its Chief Executive Officer, Mr. Martin Nielson.
8.01 Simultaneous to the debt conversion for the restricted shares of stock, Mr. Nielson also elected to convert an additional $8,275 of his accrued debt registered shares pursuant to the registration statement on Form S-8 filed with the SEC on April 23, 2013, whereby he has received an additional 2,500,000 shares of EWSI’s free trading common stock.
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2013-07-098-K2013-07-081.01 Entry into a Material Definitive Agreement1.01 On July 8, 2013, in keeping with our strategy announced at the beginning of 2013, E-Waste Systems, Inc. (“EWSI”), has entered into a Letter of Intent (“LOI”) with WWS Associates, Inc., which is trading as “2TRG”, (collectively the “Business”), a company incorporated in the State of Ohio and having its registered address of business at 11093 Kenwood Road, Cincinnati, Ohio 45242, to purchase all of the business, assets and selected liabilities of the Business and its shareholders (collectively the “Sellers”).mainbody.htm
2013-07-088-K2013-07-021.01 Entry into a Material Definitive Agreement1.01 On July 2, 2013, in keeping with our strategy announced at the beginning of 2013, E-Waste Systems, Inc. (“EWSI”), entered into an eManagement Services Agreement (“the Agreement”) with Scoex.mainbody.htm
2013-06-288-K2013-06-211.01 Entry into a Material Definitive Agreement1.01 On June 21, 2013, in keeping with our strategy announced at the beginning of 2013, the Company entered into a Stock Purchase Agreement (“SPA”) by and among PROFITSEEKER PRIVATE EQUITY LTD., a corporation organized under the Laws of the United Kingdom (“PPE”), E-WASTE SYSTEMS, INC., a Nevada corporation (“EWSI”), (PPE and EWSI collectively are the “Buyers”), SURF INVESTMENTS, LTD.mainbody.htm
2013-06-138-K2013-06-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 7, 2013, Mr. David Severson, voluntarily resigned his position as the Interim Chief Financial Officer of E-Waste Systems, Inc., Mr. Severson did not serve on any of the company’s committees.mainbody.htm
2013-06-118-K2013-06-107.01 Regulation FD Disclosure7.01 On April 2, 2013 The Securities and Exchange Commission (”SEC”) issued a report that makes clear that companies can use social media outlets like Facebook and Twitter to announce key information in compliance with Regulation Fair Disclosure (“Regulation FD”) so long as investors have been alerted about which social media will be used to disseminate such information.mainbody.htm
2013-05-158-K2013-05-138.01 Other Events8.01 On May 13, 2013 E-Waste Systems, Inc., (the “Company” or “EWSI”) entered into a Memorandum of Understanding (“MOU”) with1800eWaste Ltd. located 22/255 Oxford Street, NSW Australia (“1800eWaste”).mainbody.htm
2013-05-038-K2013-04-281.01 Entry into a Material Definitive Agreement1.01 In keeping with its strategy announced at the beginning of 2013, on April 28, 2013 E-Waste Systems, Inc. (the “Company”) entered into a binding term sheet with the shareholders of Surf Investments, Ltd. of Irvine, California (“SURF”) whereby a newly formed company to be controlled by the Company shall enter into a Share Purchase Agreement (“the Agreement”) to purchase all of the issued and outstanding shares of SURF.mainbody.htm
2013-04-198-K2013-04-158.01 Other Events8.01 On April 15, 2013 E-Waste Systems, Inc., (the “Company”) or (“EWSI) entered into a Strategic Brand Alliance Agreement with ITECH Recycle Solutions America located at 3703 Glenwood Springs Drive, Kingwood, Houston, Texas 77345, (hereinafter referred to as “ISA”) This agreement is in accordance with and in support of the Company’s expansion strategy as listed in the Company’s 2013 Business Plan.mainbody.htm
2013-04-088-K2013-04-051.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On April 5, 2013 E-Waste Systems, Inc. (the “Company”) entered into a Series A Convertible Callable Preferred Stock Purchase Agreement (“Agreement”) pursuant to the Master License Agreement entered into with Tanke, Inc. (“TNKE”) on February 6, 2013 whereby the Company granted TNKE a master license for the People’s Republic of China and TNKE agreed to make an investment into the Company.mainbody.htm
2013-04-028-K2013-03-291.01 Entry into a Material Definitive Agreement1.01 On March 29, 2013 E-Waste Systems, Inc. (the “Company”) entered into a related set of Agreements (“the Agreements”) with YaZhuo Jiudian Gianli (“YaZhuo’), a company incorporated in the People’s Republic of China (“PRC”).mainbody.htm
2013-04-018-K2013-03-288.01 Other Events8.01 On March 28, 2013 the Chief Executive Officer of E-Waste Systems, Inc. (“Corporation”) conducted a Question & Answer session with one of the stockholders of the Corporation who requested the answers to a series of questions, and who had agreed in advance that none of the information revealed in the interview would be posted on any internet site or disseminated to any other stockholder of the Corporation in any manner until the required Form 8-K filing could be made by the Corporation revealing the fact that the interview had taken place and revealing the items discussed during that interview.mainbody.htm
2013-03-158-K2013-03-108.01 Other Events8.01 On March 10, 2013 the Board of Directors entered into and ratified a Teaming Agreement (the “Agreement”) with Forex Direct Trading LLC, dba Semper Pacific Wealth Strategies of San Diego, California (hereinafter referred to as “SPWS”, “SemPac” or “Semper Pacific”).mainbody.htm
2013-03-138-K2013-03-108.01 Other Events8.01 On March 11, 2013 E-Waste Systems, Inc. (the “Company”) issued a press release announcing the Company’s entry on March 10,, 2013 into an agreement with Village Green Global, Inc., a Delaware corporation located at 16211 Parkside Lane #101, Huntington Beach, Ca.mainbody.htm
2013-03-048-K2013-02-268.01 Other Events8.01 On February 26, 2013 the Board of Directors entered into and ratified a Teaming Agreement with Isidore Electronics Recycling, (“IER”) of Los Angeles, CA.mainbody.htm
2013-02-288-K2013-02-261.01 Entry into a Material Definitive Agreement1.01 On February 27, 2013 E-Waste Systems, Inc. (the “Company”) issued a press release announcing the Company’s entry on February 26, 2013 into an agreement with E-Waste Systems Ltd. (“EWSUK’) whereby the Company grants EWSUK a Master License for the Licensed territory of the United Kingdom of Great Britain (“UKGB”), which includes the countries of England, Wales, Scotland, and Northern Ireland, plus the Republic of Ireland, and the territorial waters surrounding these countries; and EWSUK agrees to make an investment into the Company.mainbody.htm
2013-02-088-K2013-02-061.01 Entry into a Material Definitive Agreement1.01 On February 6, 2013 E-Waste Systems, Inc. (the “Company”) issued a press release announcing the Company’s entry on February 6, 2013 into an agreement with Tanke, Inc. (OTCPK:TNKE) (“TNKE’) whereby the Company grants TNKE a master license for the People’s Republic of China and TNKE agrees to make an investment into the Company.mainbody.htm
2013-01-298-K2013-01-288.01 Other Events8.01 On January 28, 2013 the Board of Directors ratified a Teaming Agreement with Cinco Electronics, Inc. (“CER”) of Austin TX .mainbody.htm
2013-01-258-K2013-01-235.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events5.03 On January 23, 2013, the Company filed an amendment to its’ Articles of Incorporation with the Nevada Secretary of State to increase its’ authorized capital.
8.01 On January 9, 2013 the Company issued a press release announcing the modification to its Corporate Business Plan Summary.
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2013-01-118-K2013-01-097.01 Regulation FD Disclosure7.01 On January 9, 2013 the Company issued a press release announcing the modification to the Corporate Business Plan Summary.mainbody.htm
2012-12-268-K2012-12-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 21, 2012, the board of directors appointed David Severson (Age: 54) to serve as the interim Chief Financial Officer (“CFO”) of the Corporation.mainbody.htm
2012-11-308-K2011-11-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On November 28, 2012, our Chief Financial Officer and director, Mr. Steven J. Hollinshead, resigned his position as our Chief Financial Officer and director of E-Waste Systems, Inc., E-Waste Systems (Ohio), Inc. and E-Waste Systems (UK), Ltd. Mr. Hollinshead did not serve on any of the company’s committees.mainbody.htm
2012-09-258-K/A2011-10-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Status; 7.01 Regulation FD Disclosure1.01 On October 14, 2011, the Company completed the acquisition of Tech Disposal, Inc. (“TDI”), through the purchase of all of the issued and outstanding capital stock of TDI (the “Transaction”) pursuant to that certain stock purchase agreement (the “TDI Stock Purchase Agreement”) dated September 21, 2011 by and among the Company, Ikaria Holdings, LLC, an Ohio limited liability company (the “Seller”) and George Pardos, an individual resident of the State of Ohio, a sole shareholder of the Seller (“Pardos”).
2.01 On October 14, 2011, the Company completed its acquisition of TDI, through its purchase of all of the issued and outstanding capital stock of TDI.
3.03 Reference is made to and is hereby incorporated by reference into this Item 3.03, the information set forth above under “Item 5.03.
5.03 On October 19, 2011, the Company filed a Series A Certificate of Designation with the Nevada Secretary of State for the purpose of creating, from its authorized but unissued “blank check” preferred stock a class of 100,000 shares of preferred stock, designated as the Company’s Series A Shares, and of fixing the respective rights, preferences, privileges and restrictions of the Series A Shares.
5.06 Upon the closing of the Transaction, the Company ceased to be a shell company.
7.01 On October 14, 2011, the Company issued a press release announcing it completed its acquisition of TDI, a copy of which is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
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2012-05-318-K/A2011-10-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Status; 7.01 Regulation FD Disclosure1.01 On October 14, 2011, the Company completed the acquisition of Tech Disposal, Inc. (“TDI”), through the purchase of all of the issued and outstanding capital stock of TDI (the “Transaction”) pursuant to that certain stock purchase agreement (the “TDI Stock Purchase Agreement”) dated September 21, 2011 by and among the Company, Ikaria Holdings, LLC, an Ohio limited liability company (the “Seller”) and George Pardos, an individual resident of the State of Ohio, a sole shareholder of the Seller (“Pardos”).
2.01 On October 14, 2011, the Company completed its acquisition of TDI, through its purchase of all of the issued and outstanding capital stock of TDI.
3.03 Reference is made to and is hereby incorporated by reference into this Item 3.03, the information set forth above under “Item 5.03.
5.03 On October 19, 2011, the Company filed a Series A Certificate of Designation with the Nevada Secretary of State for the purpose of creating, from its authorized but unissued “blank check” preferred stock a class of 100,000 shares of preferred stock, designated as the Company’s Series A Shares, and of fixing the respective rights, preferences, privileges and restrictions of the Series A Shares.
5.06 Upon the closing of the Transaction, the Company ceased to be a shell company.
7.01 On October 14, 2011, the Company issued a press release announcing it completed its acquisition of TDI, a copy of which is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
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2012-03-128-K2012-03-061.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.mainbody.htm
2012-02-298-K/A2011-10-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Status; 7.01 Regulation FD Disclosure1.01 On October 14, 2011, the Company completed the acquisition of Tech Disposal, Inc. (“TDI”), through the purchase of all of the issued and outstanding capital stock of TDI (the “Transaction”) pursuant to that certain stock purchase agreement (the “TDI Stock Purchase Agreement”) dated September 21, 2011 by and among the Company, Ikaria Holdings, LLC, an Ohio limited liability company (the “Seller”) and George Pardos, an individual resident of the State of Ohio, a sole shareholder of the Seller (“Pardos”).
2.01 On October 14, 2011, the Company completed its acquisition of TDI, through its purchase of all of the issued and outstanding capital stock of TDI.
3.03 Reference is made to and is hereby incorporated by reference into this Item 3.03, the information set forth above under “Item 5.03.
5.03 On October 19, 2011, the Company filed a Series A Certificate of Designation with the Nevada Secretary of State for the purpose of creating, from its authorized but unissued “blank check” preferred stock a class of 100,000 shares of preferred stock, designated as the Company’s Series A Shares, and of fixing the respective rights, preferences, privileges and restrictions of the Series A Shares.
5.06 Upon the closing of the Transaction, the Company ceased to be a shell company.
7.01 On October 14, 2011, the Company issued a press release announcing it completed its acquisition of TDI, a copy of which is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
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2012-02-248-K2012-02-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On February 20, 2012, Mr. Paul Haft joined E-Waste Systems, Inc.’s (“EWSI” or “the Company”) executive team as Vice President of Operations and Chief Operating Officer of its E-Waste Systems Ohio (“EWSO”) subsidiary.mainbody.htm
2011-11-218-K2011-05-021.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth under Items 1.01 and 3.02 of this Current Report on Form 8-K are incorporated by reference herein.
3.02 As described in Item 1.01 of this Current Report, which is incorporated herein by reference, on November 21, 2011, the Company issued a Convertible Note to an investor with a principal amount of $73,500 plus accrued, but unpaid interest in a transaction pursuant to exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).
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2011-10-208-K2011-10-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Status; 7.01 Regulation FD Disclosure1.01 On October 14, 2011, the Company completed the acquisition of Tech Disposal, Inc. (“TDI”), through the purchase of all of the issued and outstanding capital stock of TDI (the “Transaction”) pursuant to that certain stock purchase agreement (the “TDI Stock Purchase Agreement”) dated September 21, 2011 by and among the Company, Ikaria Holdings, LLC, an Ohio limited liability company (the “Seller”) and George Pardos, an individual resident of the State of Ohio, a sole shareholder of the Seller (“Pardos”).
2.01 On October 14, 2011, the Company completed its acquisition of TDI, through its purchase of all of the issued and outstanding capital stock of TDI.
3.03 Reference is made to and is hereby incorporated by reference into this Item 3.03, the information set forth above under “Item 5.03.
5.03 On October 19, 2011, the Company filed a Series A Certificate of Designation with the Nevada Secretary of State for the purpose of creating, from its authorized but unissued “blank check” preferred stock a class of 100,000 shares of preferred stock, designated as the Company’s Series A Shares, and of fixing the respective rights, preferences, privileges and restrictions of the Series A Shares.
5.06 Upon the closing of the Transaction, the Company ceased to be a shell company.
7.01 On October 14, 2011, the Company issued a press release announcing it completed its acquisition of TDI, a copy of which is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
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2011-09-278-K2011-09-271.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.f8kfinal.htm
2011-09-238-K2011-09-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On September 23, 2011, the board of directors of E-Waste Systems, Inc. (the "Company") appointed Steven John Hollinshead (Age: 50) to the position of Chief Financial Officer of the Company and to serve as a member of the Board of Directors until the next annual meeting of the stockholders or until removed by other action as allowed by the corporate bylaws.hollinshead8k.htm
2011-07-208-K2011-07-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 20, 2011, the board of directors appointed David Lawrence (“Larry”) Magor (Age: 56) to serve as a member of the board of directors until the next annual meeting of the stockholders or until removed by other action as allowed by the corporate bylaws.form8k_17156.htm
2011-06-288-K2011-06-281.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
5.02 On June 22, 2011, the board of directors appointed Martin Nielson (Age: 59) and Peter Munday (Age: 72) to each serve as members of the board of directors, with Mr. Nielson serving as the Chairman of the board of directors, until the next annual meeting of the shareholders or until removed by other action as allowed by the corporate bylaws.
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2011-03-158-K2011-03-153.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year3.03 Our board of directors and majority shareholder approved a forward split of 12.5 to one in which each shareholder will be issued 12.5 common shares in exchange for each one common share of their currently issued common stock.
5.03 Our board of directors and majority shareholder approved an amendment to our articles of incorporation for the purpose of increasing our authorized common stock from 90,000,000 shares to 190,000,000 shares.
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