Item 3.03 Material Modification to Rights of Security Holders.
On April 15, 2020, the Board of Directors of Baja Custom Design, Inc., a
Delaware corporation ("we," "BJCD" or the "Company"), approved the extension of
the expiration date of the following common stock purchase warrants of the
Company to August 30, 2025, effective immediately:
Common Stock Purchase Warrants Issued and Outstanding
"A" Warrants 500,000
"B" Warrants 500,000
"C" Warrants 500,000
"D" Warrants 500,000
"E" Warrants 500,000
Except as described above, no other modifications were made to such common stock
purchase warrants. The reduction of the common stock purchase warrant exercise
price was made to facilitate obtaining working capital financing for the
Company.
Item 5.01 Changes in Control of Registrant.
On April 3, 2020, Baja Custom Design, Inc., a Delaware corporation ("we," "BJCD"
or the "Company"), Linda Masters, our Chief Executive Officer and President,
entered into that certain Stock Purchase Agreement (the "SPA"), pursuant to
which Ms. Masters agreed to sell to Lan CHAN 14,960,000 shares of common stock
of the Company, par value $0.0001 (the "Shares"), representing approximately
95.8% of the issued and outstanding common stock of the Company, for aggregate
consideration of Three Hundred Ninety One Thousand Dollars ($391,000) in
accordance with the terms and conditions of the SPA. The acquisition of the
Shares consummated on April 15, 2020, and was purchased by Lan CHAN with his
personal funds. As a result of the acquisition, Mr. Chan holds a controlling
interest in the Company and may unilaterally determine the election of the Board
and other substantive matters requiring approval of the Company's stockholders.
Upon the consummation of the sale of the Shares, Linda Masters, our Chief
Executive Officer, President and director, and Kathleen Chula, our Vice
President and Director, resigned from all of their positions with the Company,
effective April 15, 2020. Their resignations were not due to any dispute or
disagreement with the Company on any matter relating to the Company's
operations, policies or practices.
Concurrently with such resignations, Lan CHAN was appointed to serve as the
Chief Executive Officer, Chief Financial Officer, President, Secretary and sole
Director of the Company, until the next annual meeting of stockholders of the
Company and until such director's successor is elected and qualified or until
such director's earlier death, resignation or removal. None of the directors or
executive officers has a direct family relationship with any of the Company's
directors or executive officers, or any person nominated or chosen by the
Company to become a director or executive officer. Mr. Chan will serve in his
positions without compensation. The Company hopes to enter into a compensatory
arrangement with each officer in the future.
The following is additional information regarding our sole director and
executive officer.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The disclosure provided in Item 5.01 above is incorporated by reference herein.
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