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): October 30, 2019

 

Major League Football, Inc. (MLFB)

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-51132

 

20-1568059

(State or other jurisdiction of

Incorporation or Organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

7319 Riviera Cove, #7, Lakewood Ranch, FL

 

34202

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (847) 924-4332

 

_____________________________________________

(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:

 

¨    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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 504 of the Securities Act of 1933 (§230.405 of this Chapter) or Rule 12b-25 of the Securities Exchange Act of 1934 (§240.12b-2 of this Chapter).

 

Emerging Growth Company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 
 
 
 

 

Item 5.03 – Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

Effective October 30, 2019, the Registrant received approval from the State of Delaware for a Certificate of Amendment to its Certificate of Incorporation. The only change is an increase in total number of shares of stock that the Registrant shall have authority to issue is from the current Three Hundred Million (300,000,000) shares of Common Stock to an amended Four Hundred Fifty Million (450,000,000) shares of Common Stock, one-tenth of one cent ($0.001) par value per share. A copy of the Certificate of Amendment is attached as an exhibit.

 

That written consent in accordance with Section 228 of the General Corporation Law of the State of Delaware has been adhered to. The holders of a majority of the outstanding common stock entitled to vote as a class, were provided written notice of the proposed amendment to the Certificate of Incorporation of the Corporation and a verbal vote of the majority of the shareholders favored the adoption of the amendment to the Certificate of Incorporation.

 

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

MAJOR LEAGUE FOOTBALL, INC.

 

By:

/s/ Frank Murtha

 

 

Frank Murtha, Senior Executive Vice President

 

Dated: November 15, 2019

 

 

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Exh. 99.8 Amendment of Certificate of Incorporation dated October 30, 2019

 

 

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 EXHIBIT 99.8