Current Report Filing (8-k)
December 18 2017 - 10:18AM
Edgar (US Regulatory)
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 13, 2017
BIOTECH
PRODUCTS SERVICES AND RESEARCH, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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000-55008
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47-4180540
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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4045
Sheridan Avenue, Suite 239
Miami,
FL
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33140
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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:
(
888) 963-7881
N/A
(Former
name or former address, if changed since last report)
With
a copy to:
Philip
Magri, Esq.
Magri
Law, LLC
2642
NE 9th Avenue
Fort
Lauderdale, FL 33334
T:
646.502.5900
F:
646.826.9200
pmagri@magrilaw.com
www.MagriLaw.com
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):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM
5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.
Second
Amended and Restated By-laws
On
December 13, 2017, the Board of Directors of Biotech Products Services and Research, Inc., a Nevada corporation (the “
Company
”),
approved and adopted an amendment (the “
Amendment
”) to the Company’s Amended and Restated By-laws (the
“
By-laws
”).
Pursuant
to the Amendment, the definition of the term “supermajority” under Section 4.08(d) of the By-laws of was amended by
deleting subsection (i) which stated that the definition of “supermajority” shall be “
all of the members
if there are three (3) or less members on the Board who are entitled to vote on the matter(s) presented to the Board.
”
As a result of the Amendment, pursuant to Section 4.08(b) of the By-laws, if there are three (3) or less members on the Board
who are entitled to vote on the matters(s) presented to the Board at which are quorum is present, the affirmative vote of a majority
of the directors present, unless a different vote be required by law, the Articles of Incorporation or the By-laws, shall be required
for all questions and business presented to the Board.
A
copy of the Second Amended and Restated By-laws is filed as Exhibit 3.1 to this Form 8-K and is incorporated by reference herein.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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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BIOTECH
PRODUCTS SERVICES AND RESEARCH, INC.
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Dated:
December 18, 2017
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By:
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/s/
Albert Mitrani
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Albert
Mitrani
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President
and Chief Executive Officer
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(Principal
Executive Officer)
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