JUDO 8-K
Janus Henderson U.S. Equity Enhanced Income ETF (JUDO)
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): February 9, 2021
Newpoint Financial Corp.
(Exact name of registrant as specified in its charter)
Delaware |
| (Commission File Number) |
| (IRS Employer Identification No.) |
(State or other jurisdiction of incorporation) |
| 000-54953 |
| 47-2653358 |
290 State Street New London CT 06320 |
(Address of principal executive offices and zip code) |
|
Registrant’s telephone number, including area code: (860) 574-9190 |
|
JUDO CAPITAL CORP. |
Former Registrant Name |
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-12 under the Exchange Act (17 CFR 240.14a-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)) Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, $0.001 Par Value Per Share | JUDOD | OTC |
Indicate 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).
Emerging growth company [ ]
If 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. [ ]
Item 5.07 Submission of Matters to a Vote of Security Holders.
New Directors were elected through a Special Meeting of Shareholders on February 9, 2021. The Minutes of the Special Meeting of Shareholders which identifies the directors elected is attached hereto. In a Special meeting of the Board of Directors held on February 9, 2021 officers of the registrant were appointed. The Minutes of the Special Meeting of the Board of Directors which identifies the officers of the registrant is attached hereto.
Newpoint Financial Corp. has acquired Controlling interest in Judo Capital Corp. As a result, Judo Capital Corp.’s name was changed to Newpoint Financial Corp. Further Judo Capital Corp.’s symbol was changed to JUDOD and in 20 trading days the symbol will change to NPFC to reflect the new name change of Newpoint Financial Corp. Additionally, the Board of Directors of Judo Capital Corp. resigned and the Newpoint Financial Corp.’s Board of Directors were appointed as detailed in the attached Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
EX-99.1-Minutes of Special Meeting of Shareholders dated February 9, 2021
EX-99.2-Minutes of Special Meeting of Board of Directors dated February 9, 2021
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.
| Newpoint Financial Corp. | |
|
|
|
Dated: February 9, 2021 | By: | /s/ Keith Beekmeyer |
| Name: | Keith Beekmeyer |
| Title: | Chief Executive Officer |
EX-99.1
Newpoint Financial Corp.
MINUTES OF THE SPECIAL MEETING OF SHAREHOLDERS
Pursuant to Notice the Special Meeting of Shareholders was called to elect the Board of Directors. A quorum of Shareholders were present.
1.Election of Directors. After discussion and nominations, upon motion duly made, seconded, and unanimously carried, it was confirmed:
RESOLVED: The following persons are confirmed as elected to the offices set forth opposite their respective names:
Office |
| Name |
Chairman of the Board |
| Keith Beekmeyer |
Director |
| Andrew Bye |
Director |
| Gary Shirshac |
There being no further business, this Special Meeting of Shareholders was, on motion duly made and seconded, adjourned.
DATED: February 9, 2021
/s/ Keith Beekmeyer |
Keith Beekmeyer, Chairman of the Board |
EX-99.2
Newpoint Financial Corp.
MINUTES OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS
The Special Meeting of the Board of Directors of this corporation was held in pursuant to a Waiver of Notice of that meeting signed by all the Directors.
Directors present: Keith Beekmeyer, Andrew Bye, Gary Shirshac.
Directors absent: None
The following matters were discussed and acted upon at this meeting: Election of officers, adoption of by-laws, choice of depositary institution.
1.Election of Officers. The Chairman of the Board announced that the election of officers, as provided by the bylaws of the corporation, was in order, and the meeting then proceeded to such. After discussion and nominations, upon motion duly made, seconded, and unanimously carried, it was confirmed as reflected in the Special Meeting of the Board of Directors:
RESOLVED: The following persons are confirmed as elected to the offices set forth opposite their respective names:
Office |
| Name |
Chief Executive Officer |
| Keith Beekmeyer |
Secretary |
| April Beling |
Treasurer and Chief Financial Officer |
| Gary Shirshac |
Chief Risk Officer |
| Andrew Bye |
DATED: February 9, 2021
/s/ Keith Beekmeyer |
Keith Beekmeyer, Chairman of the Board |