Item 5.02 Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Consummation of the purchase and sale of
5,000,000 shares of the Company’s common stock on June 3, 2020 effected a change of control of the Company, as the Buyer, using
personal funds, acquired an aggregate of 5,000,000 shares, or approximately 65.53% of the Company’s 7,630,000 shares of Common
Stock outstanding as of June 3, 2020. Currently, the Buyer is the Company’s majority, and controlling stockholder. In connection
with the change of control as of June 17, 2020 the Board appointed Jay Hamilton to the Company’s Board of Directors. Also, as of
June 17, 2020, the Board appointed Mr. Hamilton as President/CEO and Ms. Brenda Bin Wang as CFO and Mr. Mingyong Huang as Secretary.
Mr. Huang remains a director of the Company The Board and the Company’s officers consist of the following persons
Name
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Age
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Position
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Jay Hamilton
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61
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Director and President/CEO
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16839 Gale Ave. #210
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City of Industry, California 91748
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Brenda Bin Wang
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61
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CFO
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16839 Gale Ave. #210
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City of Industry, California 91748
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Mingyong Huang
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43
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Secretary
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16839 Gale Ave. #210
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City of Industry, California 91748
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Each of the directors will serve 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. The following is information concerning the business backgrounds of each of Mr.
Hamilton, Ms. Wang and Mr. Huang:
Jay Hamilton has been President
and Founder of Canbest, LLC since 2015. Mr. Hamilton autonomously invested in Yunnan Canbest Biotechnology LLC in 2017, which is
a whole industry chain with hemp cultivation, extraction & manufacture. Yunnan Canbest Biotechnology LLC also has been researching
Chinese medicine and developing online sales channel at city of Walnut, CA. Mr. Hamilton has Bachelor degree with major in Organic
Chemistry of Guangxi University in China. Mr. Hamilton has been working in plants processing extraction & cosmetic R&D
for a long time with a high reputation in the industry.
Brenda Wang was Financial
Director in Kanghua Technolocy Inc, Beijing and was Financial business director in Shenzhen Wanke Caishe Branch. Ms. Brenda Wang
had been working as Financial Director at U.S. Healthy Herbal Company since 2001. Ms. Brenda Wang has been Financial Director at
U.S. Herbal Industry Group Company since 2011. Ms. Brenda Wang graduated from Beijing Jinghua Medical University.
Mingyong Huang. Since 2005,
Mr. Huang has been the president and founder of Promise Logistics Corp. He is also the founder in 2012 of US Alibaba, LLC, an online
sales company doing business in California. In 2016 Mr. Huang founded IDream Space, LLC, a company that operates an innovative
co-working office space located in the City of industry, California. In 2018 he founded 428 Cloverleaf, LLC, a licensed cannabis
planting company located in Baldwin Parle California and in 2015 he founded the 15100 Nelson, LLC, a company that provided a platform
to service the trucking industry. Mr. Huang received his bachelor’s degree from Shenyang Education College, China.
There are presently no plans or commitments
with regard to such compensation or remuneration. The Company has no employee benefit plans or other compensation plans.
In this Current Report on Form 8-K. “Company,”
“our company,” “us.” “ARGC,” and “our” refer to Arion Group Corp., unless the context
requires otherwise.
FORWARD-LOOKING STATEMENTS
Our disclosure and analysis in this Current
Report on Form 8-K contains some forward-looking statements. Certain of the matters discussed concerning our operations, cash flows,
financial position, economic performance and financial condition, and the effect of economic conditions include forward-looking
statements. Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include
words such as “expects,” “anticipates,” “intends,” “plans,” “believes,”
estimates” and similar expressions are forward-looking statements. Although we believe that these statements are based upon
reasonable assumptions, including projections of orders, sales, operating margins, earnings, cash flow, research and development
costs, working capital, capital expenditures and other projections, they are subject to several risks and uncertainties.
Investors are cautioned that our forward-looking
statements are not guarantees of future performance and the actual results or developments may differ materially from the expectations
expressed in the forward-looking statements.
As for the forward-looking statements that
relate to future financial results and other projections, actual results will be different due to the inherent uncertainty of estimates,
forecasts and projections may be better or worse than projected. Given these uncertainties, you should not place any reliance on
these forward-looking statements. These forward-looking statements also represent our estimates and assumptions only as of the
date that they were made. We expressly disclaim a duty to provide updates to these forward-looking statements, and the estimates
and assumptions associated with them, after the date of this filing to reflect events or changes in circumstances or changes in
expectations or the occurrence of anticipated events. You are advised, however, to consult any additional disclosures we make in
our reports on Form 10-K, Form 10-Q. Form 8-K, or their successors.