goldbag_8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
or Report (Date of earliest event reported): February 19, 2010
GOLD
BAG, INC.
(Exact
name of registrant as specified in its Charter)
Commission
File No.: 000-52720
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Nevada
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26-4205169
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(State
or Other Jurisdiction of
Incorporation
or Organization)
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(I.R.S.
Employer
Identification
No.)
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4695
MacArthur Court, Suite 1430
Newport
Beach, CA 92660
(Current
Address of Principal Executive Offices)
Phone
number: 949-475-9086
(Issuer
Telephone Number)
12830
Hillcrest Rd., Suite 111, Dallas, TX 75230-1547
(Former
Name or former address, if changed since last report.)
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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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a12)
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Pre-commencement
communications pursuant to Rule 14d-21(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
5 -- Corporate Governance and
Management
Item
5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
On
February 19, 2010, Richard O. Weed was elected to the Board of Directors by the
stockholders holding a majority of the voting power of the
corporation. Concurrently, Mr. Lance Ayers resigned as an officer and
director of the corporation.
Information
Concerning Management
As of
February 19, 2010, the issuer’s officer’s and directors are:
President
- Richard O. Weed
Secretary
- Richard O. Weed
Treasurer
- Richard O. Weed
Board of
Directors - Richard O. Weed
Business
Experience of the Officers and Directors
Richard
O. Weed, age 47, Board Member, President, Treasurer and Corporate Secretary, is
partner in Weed & Co. LLP. Weed & Co. LLP is a law firm that
provides advice on capital formation and business strategy, including
litigation. The firm is known for using analytical firepower,
creative problem solving, and resourceful implementation to assist
clients.
RICHARD
O. WEED, born San Antonio, Texas, June 18, 1962; admitted to bar, 1987, Texas;
1993, California. Education: University of Texas at Austin (B.B.A.,
1984); St. Mary’s University School of Law (J.D., 1987): University of Southern
California (M.B.A., 1992). Phi Delta Phi. Senior Associate Editor, St. Mary’s
Law Journal, 1986-1987. Adjunct Professor of Law, Western State University
College of Law, Irvine, California 1994-1996; Adjunct Professor of Business,
DeVry Institute of Technology, Long Beach, California; 1997; Bankruptcy
Litigation Attorney Gibson, Dunn & Crutcher, Irvine, California 1993;
Business Litigation Attorney with Foster, Lewis, Langley, Gardner & Banack,
Inc., San Antonio, Texas 1987-1991. Member: State Bar of California;
State Bar of Texas; American Bar Association; Orange County Bar Association and
Association for Corporate Growth. PRACTICE AREAS: Securities,
Business Law, Mergers, Acquisitions and Divestitures, Corporate Law, and
Litigation.
Weed
& Co. LLP has a written fee agreement to perform legal services until
December 31, 2010. Under the fee agreement, Weed & Co. LLP
receives a fixed fee of $10,000 per month. Further, Mr. Weed received
100,000 shares of common stock and will receive $1,500 per month for serving as
Corporate Secretary.
Section
9 Financial
Statement and Exhibits
Item
9.01 Financial
Statement and Exhibits.
10.1 Fee
Agreement with Weed & Co. LLP
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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Gold
Bag, Inc.
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Dated:
March 3, 2010
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By:
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/s/ Richard
O. Weed
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Richard
O. Weed
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President
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