UNITED STATES
SECURITIES AND EXCHANGE COMMISION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
December 16, 2010
Date of Report (Date of Earliest Event Reported)
NATIONAL ASSET RECOVERY CORP.
(Exact name of registrant as specified in its charter)
Commission File Number: 333-150135
Nevada 333-150135 04-3526451
(State of other (Commission File (IRS Employer
Jurisdiction of Number) Identification No.)
Incorporation
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9000 Burma Road, Suite 103
Palm Beach Gardens, FL 33403
(Address to principal executive offices, including zip code)
(561) 932-1422
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligations of the registrant
under any of the following provisions:
___ Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
___ Soliciting material pursuant to Rule 14a-2 under the Exchange Act
(17 CFR 210.14a-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))
Forward-Looking Statements
In addition to the historical information contained herein, this
Current Report on Form 8-K contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of
1995, as amended, which may include, but not be limited to statements
concerning plans, objectives, goals, strategies, prospects, revenues,
liquidity and capital resources, financial needs and future
performance, costs and expenditures. Such statements may be
identified or qualified, without limitation, by words such as
"likely," "will," "suggests," "may," "would," "could," "should,"
"expects," "anticipates," "estimates," "plans," "projects,"
"believes," or similar expression (and variants of such words or
expressions). Investors are cautioned that forward-looking
statements are inherently uncertain. Actual performance,
achievements and results may differ materially from those expressed,
projected, or suggested in the forward-looking statements due to
certain risks and uncertainties, including, but not limited to, our
ability to raise additional financing or generate sufficient
revenues to support our new business strategy, our ability to compete
with larger competitors, our dependence on the continued service of
our new management, our ability to expand the market for our services
and the other risks and uncertainties. The forward-looking
statements contained herein represent our judgment as of the date of
this Current Report on Form 8-K and we caution readers not to place
undue reliance on such statements.
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors, Appointment of Certain Officers, Compensatory
Arrangements for Certain Officers
On December 16, 2010, a majority of the shareholders voted to
increase the number of members that make up the Company's Board of
Directors from four (4) to five (5) members and also voted to remove
William G. Forhan as a Director. There were no disagreements between
the Company and Mr. Forhan as a result of the action that was taken.
A majority of the shareholders also voted to appoint Bradley Wilson
and William A. Glynn as new members to the Company's Board of
Directors.
On December 20, 2010, Brad Shrader was terminated as the Company's
Chief Operating Officer due to disagreements he had with other
members of the Company's management. In accordance with the terms of
his employment agreement dated August 23, 2010, its termination also
constituted the resignation of Mr. Shrader from the Company's Board
of Directors. Mr. Shrader accepted the termination of his employment
agreement but has claimed he is owed approximately $12,500 for
accrued wages, unpaid expenses, and severance pay. The Board of
Directors is currently evaluating this claim.
On December 21, 2010, William G. Forhan voluntarily resigned as the
Company's Chief Executive Officer and Chief Financial Officer. Mr.
Forhan accepted the position of Chief Operating Officer which was
left vacant by the termination of Brad Shrader. William A. Glynn was
then appointed as the interim Chief Executive Officer and Chief
Financial Officer for the Company. Mr. Glynn shall be paid an annual
salary of $65,000 to serve in these capacities and shall also be
entitled to reimbursement of ordinary and reasonable expenses he
incurs and other benefits as the Board of Directors may determine.
Bradley Wilson, age 52, serves as the Chairman of the Company's Board
of Directors and has over 20 years of experience in business planning
and structure, mergers, acquisitions and reorganizations both within
the United States and Europe. He has also been involved as a
consultant to a number of start-up businesses. Mr. Wilson has been
employed as a registered securities representative and also has
extensive experience in the sale and development of commercial real
estate.
William A. Glynn, age 64, serves as a Director and as the Chief
Executive Officer and Chief Financial Officer for the Company. Mr.
Glynn has over 25 years in the banking business and since 2007, has
served as Vice President for Business Integration for R-G Crown Bank
located in Casselberry, Florida, where his responsibilities have
included the merger and conversion of Crown Bank's internal systems
with those of Fifth Third Bank. Between 2001 and 2006, Mr. Glynn was
employed by Fidelity National Information System where he held
management positions for the software development and client services
divisions. Mr. Glynn also holds a mortgage broker's license for the
State of Florida and a Bachelor of Science degree in accounting from
Florida Technological University that he earned in 1971.
Item 8.01 Other Events
On December 16, 2010, a majority of the Company's common shareholders
also voted to amend the Company's By-Laws to require the unanimous
consent of the Company's Board of Directors to authorize any
expenditure that exceeds the sum of $10,000 or to authorize the
issuance of any common stock or other securities by the Company.
Item 9.01 Financial Statements and Exhibits
None.
Signature
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.
NATIONAL ASSET RECOVERY CORP.
Dated: December 21, 2010 By:/s/ William A. Glynn
________________________________
Name: William A. Glynn
Title: Chief Executive Officer
and Chief Financial Officer
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