UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT
Pursuant to Regulation A of the Securities Act of 1933
Date of Report (Date of earliest event reported):
July 9,
2020
Corporate Universe, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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024-10228
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(state
or other jurisdictionof incorporation)
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(Commission
File Number)
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(IRS
EmployerIdentification Number)
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2093 Philadelphia Pike – 8334
Claymont, DE 19703
(Address of principal executive offices) (zip code)
(302) 273-1150
(Registrant’s
telephone number, including area code)
Common Stock
(Title
of each class of securities issued pursuant to Regulation
A)
Item
7 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain
Officers.
On July
9, 2020, by two Unanimous Written Consents, the Board of Directors
of Corporate Universe, Inc. (the “Company” or
“COUV”) appointed Isaac H. Sutton as Chief Executive
Officer and Director of the Company. Following Mr. Sutton’s
appointment, the Board of Directors accepted the resignation of
Christopher Panzeca from all Officer and Director positions with
the Company. Mr. Sutton is currently the Company’s sole
Officer and Director.
Isaac
H. Sutton, CEO and Sole Director
Mr.
Sutton has more than 40 years of successful entrepreneurial
experience, especially in emerging markets where he has founded and
run several companies. He has held multiple roles as either
President, Chief Executive Officer, or Chairman of the Board for
numerous public companies, including GolP Global, Inc., SavWatt
USA, Inc. and Tarsier, Ltd. He holds a Bachelor of Arts degree in
Business Administration from Pace University.
The
Unanimous Written Consents of the Board of Directors dated July 9,
2020 are attached hereto and incorporated herein as Exhibit 99.1.
The foregoing description of the
Unanimous Written Consents are qualified by the terms of the
full text of the Unanimous Written
Consents attached hereto and the terms thereof are
incorporated herein by reference.
Item 9 Other
Events.
Delaware Certificate of Revival of Charter and Certificate of
Amendment
On July
16, 2020, the Company filed a Certificate of Revival of Charter and
a Certificate of Amendment with the State of Delaware in order to
confirm Isaac H. Sutton’s role as the Company’s sole
Officer and Director, to confirm the Company’s name in
Delaware as Corporate Universe, Inc. and in general to bring the
Company’s Delaware state filings in good standing.
A copy of the Certificate of Revival
of Charter and the Certificate of Amendment are attached hereto and
incorporated by reference herein as Exhibits 3.1 and
3.2.
Settlement Agreement and General Release
Mr.
Panzeca’s resignation, and the appointment of Isaac H. Sutton
were in connection with the terms of a Settlement Agreement and
General Release dated July 9, 2020 (the “Settlement
Agreement”), which resolved a lawsuit filed by a shareholder
against the Company and Mr. Panzeca on June 24, 2020 in the United
States District Court of Baltimore, Maryland, Case No.
1:20-cv-01907 (the “Complaint”). Without admitting any
liability, and in exchange for a mutual release of all claims, Mr.
Panzeca and the Company entered into the Settlement Agreement in
order to avoid the ongoing costs of litigation. Following the
execution of the Settlement Agreement, the Complaint was
voluntarily dismissed by the Plaintiff on July 9, 2020.
A copy of the Settlement Agreement is attached hereto Exhibit 10.1.
The foregoing description of the Settlement Agreement is
qualified by the terms of the full text of the Settlement
Agreement attached hereto and the terms thereof are incorporated
herein by reference.
Exhibit Index to Form 1-U.
Exhibit No.
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Description
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Certificate
of Revival filed with the State of Delaware on July 16,
2020
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Certificate
of Amendment filed with the State of Delaware on July 17,
2020
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Settlement
Agreement and General Release dated July 9, 2020
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Unanimous
Written Consents of the Board of Directors dated July 9,
2020
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SIGNATURES
In
accordance with the requirements of Regulation A, the registrant
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
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CORPORATE UNIVERSE,
INC.
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Date: July 30,
2020
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/s/
Isaac Sutton
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By:
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Isaac Sutton, Chief
Executive Officer
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