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): May 26, 2017
 
Fuse Enterprises Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Nevada
 
333-202948
 
47-1017473
 (State of incorporation)
 
(Commission File Number)
 
 (IRS Employer Identification No.)
  
444 E. Huntington Dr., Suite 105
Arcadia, CA 91006
 (Address of principal executive offices)
 
(626) 353-9991
 (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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨ 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))

Item 3.03 Material Modification to Rights of Security Holders.

The information set forth in Item 5.03 below is hereby incorporated by reference to this Item 3.03.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
On May 26, 2017, Fuse Enterprises Inc. (the “Company”) filed a Certificate of Change with the State of Nevada (the “Certificate”) to (i) increase its authorized shares of common stock from 75,000,000 to 375,000,000 and (ii) effect a corresponding 5-for-1 forward stock split of the issued and outstanding shares of the Company’s common stock (the “Stock Split”), par value $0.001 per share (the “Common Stock”), effective upon filing.  Pursuant to Nevada law, the Stock Split and Certificate were approved by the Company’s Board of Directors on May 19, 2017, and no shareholder approval was required.  No fractional shares will be issued in connection with the Stock Split, and the Stock Split will have no effect on the par value of the Company’s Common Stock.  Each shareholder’s percentage ownership interest in the Company and proportional voting power will remain unchanged immediately following the effectiveness of the Certificate. A copy of the Certificate is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

Shareholders who are holding their shares in electronic form at brokerage firms do not need to take any action, as the effects of the Stock Split will automatically be reflected in their brokerage accounts. Shareholders holding paper certificates may, but are not required to, send such certificates to the Company’s transfer agent and registrar at the address set forth below:

Island Stock Transfer
15500 Roosevelt Boulevard
Suite 301
Clearwater, Florida 33760
Phone: (727) 289-0010
Facsimile: (727) 289-0069

Island Stock Transfer will issue a new stock certificate reflecting the effects of the Stock Split to each requesting shareholder.

Item 9.01.  Financial Statements and Exhibits.

(d)
Exhibits
 
Exhibit No.
  
Exhibit Title or Description
3.1
 
 
 
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.
 
 
Fuse Enterprises Inc.
 
 
 
Date: June 2, 2017
By:
/s/ Choon Kang Roy Tan
 
 
 
Choon Kang Roy Tan
 
 
Chief Financial Officer
 


Exhibit 3.1
 
 
*090303*

BARBARA K. CEGAVSKE
Secretary of State
202 North Carson Street
Carson City, Nevada 89701-4201 (775) 684-5708
Website:  www.nvsos.gov
 
Certificate of Change Pursuant to NRS 78.209
 
USE BLACK INK ONLY - DO NOT HIGHLIGHT
ABOVE SPACE IS FOR OFFICE USE ONLY
 
Certificate of Change filed Pursuant to NRS 78.209  
For Nevada Profit Corporations

1.
Name of corporation:
Fuse Enterprises Inc.
 

2.
The board of directors have adopted a resolution pursuant to NRS 78.209 and have obtained any required approval of the stockholders.
 
3.
The current number of authorized shares and the par value, if any, of each class or series, if any, of shares before the change:
75,000,000 shares of common stock, par value $0.001 per share.
 
4.
The number of authorized shares and the par value, if any, of each class or series, if any, of shares after the change:
375,000,000 shares of common stock, par value $0.001 per share.
 
5.
The number of shares of each affected class or series, if any, to be issued after the change in exchange for each issued share of the same class or series:
The change affects the common stock. Five (5) shares of common stock will be issued after the change in exchange for each one (1) share of common stock issued and outstanding.
 
6.
The provisions, if any, for the issuance of fractional shares, or for the payment of money or the issuance of scrip to stockholders otherwise entitled to a fraction of a share and the percentage of outstanding shares affected thereby:

Fractional shares of common stock shall be rounded up to the nearest whole share.
 
7.
Effective date and time of filing: (optional)
 
Date:   May 19, 2017                                            Time:   12:01AM
 
(must not be later than 90 days after the certificate is filed)
8.
Signature: (required)
 
X /s/ Umesh Patel   
CEO and President
Signature of Officer    Title
 
IMPORTANT:  Failure to include any of the above information and submit with the proper fees may cause this filing to be rejected.