UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Highlight Networks, Inc.
(Exact name of registrant as specified in its charter)
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Nevada |
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26-1507527 |
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(State of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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215 South Riverside Drive, Suite Cocoa, Florida |
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32922 |
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(Address of principal executive offices) |
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(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class to be so registered
None |
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Name of each exchange on which each class is to be registered
None |
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If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. o
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. x
Securities Act registration statement file number to which this form relate: 333-153575 (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001 par value
(Title of class)
Item 1.
Description of Registrant’s Securities to be Registered.
We are authorized to issue 150,000,000 shares of common stock, $.001 par value (“Common Stock”).
Common Stock
There are issued and outstanding 2,419,600 shares of Common Stock. The holders of Common Stock are entitled to one vote per share. They are not entitled to cumulative voting rights or preemptive rights. The holders of Common Stock are entitled to receive ratably such dividends, if any, as may be declared by the board of directors out of legally available funds. However, the current policy of the board of directors is to retain earnings, if any, for operations and growth. Upon liquidation, dissolution or winding-up, the holders of Common Stock are entitled to share ratably in all assets that are legally available for distribution after payment in full of any preferential amounts. The holders of Common Stock have no subscription, redemption or conversion rights. Holders of common stock are entitled to one vote per share on matters to be voted upon by stockholders. The rights, preferences and privileges of holders of Common Stock are subject to, and may be adversely affected by, the rights of the holders of any series of preferred stock, which may be designated solely by action of the board of directors and issued in the future. All of the outstanding shares of common stock are fully paid and non-assessable. Holders of our common stock are not liable for further calls or assessments.
The foregoing description of our Common Stock is only a summary and is qualified by applicable law and by the provisions of our certificate of incorporation, bylaws and other agreements defining the rights of the holders of each class of our securities, copies of which have been filed with the SEC.
Item 2.
Exhibits.
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Exhibit No. |
Description |
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3.1 |
Certificate of Incorporation as amended Exhibit 3.1. |
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3.2 |
Bylaws of HighLight Networks, Inc . (Incorporated by reference to Exhibit 3.2 to the Registrant’s Form S-1 filed with the Commission on September 18, 2008). |
SIGNATURE
Pursuant to the requirements of Section l2 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
Highlight Networks, Inc.
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Date: November 21, 2011 |
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By: /s/ Anthony Lombardo Anthony Lombardo, President and Chief Executive Officer |
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Exhibit 3.1
Ross Miller
Secretary of State
204 North Carson Street, Ste 1
Carson City, Nevada 89701-4299
(776) 684-5708
Website: secretaryofstate.biz
Certificate of Amendment
Filed in the office of Document Number
(PURSUANT TO NRS 78.385 AND 78.390)
/s/ Ross Miller
20070783629-34
Ross Miller
Filing Date and Time
Secretary of State
11/13/2007 9:40 AM
State of Nevada
Entity number
E0459682007-4
USE BLACK ONLY-DO NOT HIGHLIGHT
ABOVE SPACE FOR OFFICE USE ONLY
Certificate of Amendment
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 – After Issuance of Stock)
1. Name of corporation:
HighLight Networks, Inc.
2. The articles have been amended as follows (provide article numbers, if available):
1. Name of Corporation: Formation Energy Corporation
2. Shares: Number of Shares: 150,000,000 Par Value $0.001
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: unanimous
4. Effective date of filing (optional): _____________________________________
(must not be later than 90 days after the certificate is filed)
5. Officer Signature (Required): /s/ Perry D. West President
*If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of
outstanding shares, then the amendment must by 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 may cause this filing to be rejected.
This form must be accompanied by appropriate fees.
Nevada Secretary of State AM 78.385 Amend 2007
Revised on: 01/01/07
Ross Miller
Secretary of State
204 North Carson Street, Ste 1
Carson City, Nevada 89701-4299
(776) 684-5708
Website: secretaryofstate.biz
Certificate of Amendment
Filed in the office of Document Number
(PURSUANT TO NRS 78.385 AND 78.390)
/s/ Ross Miller
20080403124-14
Ross Miller
Filing Date and Time
Secretary of State
06/13/2008 9:30 AM
State of Nevada
Entity number
E0459682007-4
USE BLACK ONLY-DO NOT HIGHLIGHT
ABOVE SPACE FOR OFFICE USE ONLY
Certificate of Amendment
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 – After Issuance of Stock)
1. Name of corporation:
Formation Energy Corporation
2. The articles have been amended as follows (provide article numbers, if available):
1. Name of Corporation: HighLight Networks, 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: unanimous
4. Effective date of filing (optional): _____________________________________
(must not be later than 90 days after the certificate is filed)
5. Officer Signature (Required): /s/ Perry D. West President
*If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of
outstanding shares, then the amendment must by 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 may cause this filing to be rejected.
This form must be accompanied by appropriate fees.
Nevada Secretary of State AM 78.385 Amend 2007
Revised on: 01/01/07