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): March 31, 2015

 

Point of Care Nano-Technology, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   333-170118   27-2830681
(State of other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

100 Europa Drive, Chapel Hill, NC 27517

(Address of principal executive office)

 

(Registrant's telephone number, including area code)

 

Unique Growing Solutions, Inc.

(Former name, former address and former fiscal year, 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:

 

☐   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 5.03 Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year

 

On March 31, 2015, Unique Growing Solutions, Inc. (the “Company”) filed an amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada changing the Company’s name to “Point of Care Nano-Technology, Inc.” A copy of the amendment is attached as Exhibit 3.1 to this report and is incorporated by reference herein.

 

Following approval by the Financial Industry Regulatory Authority, the market effective date for the name change was April 7, 2015. In connection with the name change, the trading symbol of the Company's common stock changed to “PCNT.”

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits. The following exhibits are filed as part of this report:

 

Exhibit
Number 		  Description
     
3.1   Amendment to Articles of Incorporation, dated March 31, 2015.

 

2
 

 

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.

 

  POINT OF CARE NANO-TECHNOLOGY, INC.
   
DATED: April 7, 2015 /s/ Raouf Guirguis
  Raouf Guirguis
  Chief Executive Officer

 

 

3

 

 

Exhibit 3.1

 

ROSS MILLER      
Secretary of State      
204 North Carson Street, Suite 1      
Carson City, Nevada 89701-4520   Filed in the office of Document Number
(775) 684-5708   /s/ Barbara K. Cegavske  20150146008-97
Website: www.nvsos.gov   Barbara K. Cegavske  Filing Date and Time
      Secretary of State 03/31/2015 10:00 AM
    State of Nevada Entity Number
Certificate of Amendment     E0281562010-1
(PURSUANT TO NRS 78.385 AND 78.390)      
       

 

USE BLACK INK ONLY – DO NOT HIGHLIGHT ABOVE SPACE FOR  OFFICE USE ONLY

 

Certificate of Amendment to Articles of Incorporation

For Nevada Profit Corporation

Pursuant to NRS 78.385 and 78.390 - (After issuance of Stock)

 

1. Name of the corporation:
Unique Growing Solutions, Inc.

 

2. The articles have been amended as follows (provide article number if available):

Article 1 The name of the corporation is: Point of Care Nano-Technology, Inc.

 

 

3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power or such greater proportion of the voting power as may be required in the case of a vote by classes or series , or as may be required by the provisions of the articles of incorporation have voted in favor of the amendment is:    63.059%

 

4. Effective date of filing: (optional)           Date: 03/25/ 2015     Time: 4:30 pm .
(must not be later than 90 days after the certificate is filed)

 

 5. Signature: (required)  
 
X  /s/ Raouf Guirguis     
Signature of Officer

 

*if any proposed amendment would alter or change any preference or any relative to other right given to any class or series of outstanding shares, then the amendment must be approved by the vote. In addition to the affirmative vote otherwise required of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof.

 

IMPORTANT : Failure to include any of the above information and submit the proper fees ay cause this filing to be rejected.

 

This form must be accompanied by appropriate fees. Nevada Secretary of State Amend Profit-After
  Revised: 8-31-11