UNITED
STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
SCHEDULE
14C INFORMATION
INFORMATION
STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934
Check
the appropriate box:
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Preliminary Information Statement
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Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2))
[X]
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Definitive Information Statement
Cyber
Apps World Inc.
(Name
of Registrant As Specified In Charter)
Payment
of Filing Fee (Check the appropriate box):
[X]
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No fee required.
[
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Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
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unit price or other underlying value of transaction computed pursuant to Exchange Act
Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it
was determined):
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maximum aggregate value of transaction:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and
identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
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THIS
INFORMATION STATEMENT IS BEING PROVIDED TO
YOU
BY THE BOARD OF DIRECTORS OF CYBER APPS WORLD INC.
WE
ARE NOT ASKING YOU FOR A PROXY AND YOU ARE
REQUESTED
NOT TO SEND US A PROXY
Cyber
Apps World Inc.
N.
Nellis Blvd., Suite A3-146 Las Vegas, Nevada 89110
INFORMATION
STATEMENT
March
19, 2019
NOTICE
OF STOCKHOLDER ACTION BY WRITTEN CONSENT
GENERAL
INFORMATION
To
the Holders of Common Stock of Cyber Apps World Inc.:
This
Information Statement has been filed with the Securities and Exchange Commission and is being furnished, pursuant to Section 14C
of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), to the holders (the “ Stockholders
”) of common stock, par value $0.001 per share (the “common stock”), of Cyber Apps World Inc., a Nevada corporation
(the “ Company ”), to notify the Stockholders that on February 27, 2019, the Company received an unanimous written
consent from the holder of a majority of the shares of common stock outstanding (the “majority stockholder”). The
majority stockholder authorized the following amendment (the “Amendment”) to our Certificate of Incorporation: the
increase in the number of authorized shares of common stock from one million one hundred eleven thousand one hundred eleven (1,111,111)
shares of common stock, par value $.001 per share, to two hundred fifty million (250,000,000) shares of common stock, par value
$.001 per share (the “Authorized Share Increase”). The Company currently has no commitments for the issuance of any
shares of common stock or preferred stock, other than as provided for in existing agreements and instruments to which it is a
party.
On
February 27, 2019, the Board of Directors of the Company (“Board”) approved the Authorized Share Increase and recommended
approval thereof to the majority stockholder. On February 27, 2019, the majority stockholder approved the Authorized Share Increase
by written consent in lieu of a meeting in accordance with Nevada Private Corporations Law (“Nevada Private Corporations
Law”). Accordingly, your consent is not required and is not being solicited in connection with the approval of the Authorized
Share Increase.
The
proposed Certificate of Amendment, attached hereto as Exhibit A, will become effective when it has been accepted for filing by
the Secretary of State of the State of Nevada. We anticipate that our Company will file the Certificate of Amendment 20 days after
the Definitive Information Statement is first mailed to our stockholders.
The
entire cost of furnishing this Information Statement will be borne by our Company. We will request brokerage houses, nominees,
custodians, fiduciaries and other like parties to forward this Information Statement to the beneficial owners of our Common Stock
held on the record date.
Our
board of directors has fixed the close of business on Friday, March 15, 2019, as the record date for determining the holders of
our Common Stock who are entitled to receive this Information Statement. As of March 15, 2019, there were 1,100,468 shares of
our Common Stock issued and outstanding. We anticipate that this Information Statement will be mailed on or about March 19, 2019,
to our stockholders of record.
PLEASE
NOTE THAT THIS IS NOT A REQUEST FOR YOUR VOTE OR A PROXY, BUT RATHER AN INFORMATION STATEMENT DESIGNED TO INFORM YOU OF THE AMENDMENT
TO OUR CERTIFICATE OF INCORPORATION.
Section
320 of the Nevada Private Corporations Law provides that any action required or permitted to be taken at a meeting of the stockholders
may be taken without a meeting if, before or after the action, a written consent thereto is signed by stockholders holding at
least a majority of the voting power, except that if a different proportion of voting power is required for such an action at
a meeting, then that proportion of written consents is required. The Authorized Share Increase would be effected by an amendment
to our Articles of Incorporation, which would require a vote by the majority in interest of the holders of our common stock under
Section 390 of the Nevada Private Corporations Law.
This
Information Statement contains a brief summary of the material aspects of the Authorized Share Increase approved by the Board
of the Company and the holder of 560,000 shares of common stock, who holds a majority of the voting capital stock of the Company.
The
Authorized Share Increase will become effective on the date that we file the Certificate of Amendment for that amendment to the
Company’s Certificate of Incorporation with the Secretary of State of the State of Nevada. We intend to file the Amendment
for the Authorized Share Increase with the Secretary of State of the State of Nevada promptly after the twentieth (20th) day following
the date on which the Definitive Information Statement is mailed to the Stockholders.
SECURITY
OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The
following table sets forth information regarding the beneficial ownership of the Company’s common stock as of February 27,
2019, for:
i. each
person or entity who, to our knowledge, beneficially owns more than 5% of each class or series of our outstanding stock; ii. each
executive officer and named officer; iii. each director; and iv. all of our officers and directors as a group.
Except
as indicated in the footnotes to the following table, the persons named in the table has sole voting and investment power with
respect to all shares of common stock beneficially owned.
Name
and Address of Beneficial Owner Amount and Nature of Beneficial Ownership Percentage of Class (1)
Kat
Consulting Corp.
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560,000
(2)
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50.89
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18124
Wedge Parkway, Suite 1050
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Reno,
NV 89110
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Lyudmyla
Voynarovska
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6,608(3)
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0.60
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%
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Kiev
02183
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Ukraine
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(1)
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Based
on 1,100,468 shares of common stock issued and outstanding as of February 27, 2019.
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(2)
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Kateryna
Malenko, a director and the Secretary of the Company, is the 100% owner of and controls
Kat Consulting Corp.
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(3)
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Lyudmyla
Voynarovska is a director, and the Chief Executive Officer and CEO, of the Company.
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INCREASE
IN THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK
The
number of authorized shares of our common stock will be increased from one million one hundred eleven thousand one hundred eleven
(1,111,111) shares to two hundred fifty million (250,000,000) shares of common stock, par value $.001 per share.
PURPOSE
AND EFFECT OF INCREASING THE NUMBER OF AUTHORIZED SHARES
The
Board believes the Authorized Share Increase is necessary and advisable in order to maintain our capital raising ability and generally
to maintain our flexibility in today’s competitive and rapidly changing environment. Effective February 19, 2019, our authorized
and issued shares of common stock were subject to a 1:45 reverse split, pursuant to a Certificate of Change filed with the Nevada
Secretary of State on February 1, 2019, that resulted in reduction of the Company’s number of authorized shares of common
stock from 50,000,000 shares to 1,111,111 shares. A total of 1,100,468 shares of common stock were outstanding following the reverse
split. The additional 248,888,889 shares of unissued common stock resulting from the Authorized Share Increase will be available
for issuance by the Board for stock splits or stock dividends, acquisitions, raising additional capital, stock options or other
corporate purposes. The additional shares of common stock could be used for, among other things, technology acquisitions, strategic
partnerships, business combinations and investments, although there are no immediate plans to do so. Assurances cannot be provided
that any such transactions will be consummated on favorable terms or at all, that they will enhance stockholder value or that
they will not adversely affect the Company’s business or the trading price of the common stock. The Board has no current
plans to issue any of the additional shares of common stock that would be authorized by this proposal. The Company does not anticipate
that it would seek authorization from the stockholders for issuance of such additional shares unless required by applicable law
or regulations.
The
increase in the authorized number of shares of common stock and any subsequent issuance of such shares could have the effect of
delaying or preventing a change in control of the Company without further action by the stockholders. Shares of authorized and
unissued common stock could (within the limits imposed by applicable law and stock exchange regulations) be issued in one or more
transactions which would make a change in control of the Company more difficult, and therefore less likely. Any such issuance
of the additional shares of common stock could have the effect of diluting the earnings per share and book value per share of
outstanding shares of common stock, and such additional shares could be used to dilute the stock ownership or voting rights of
a person seeking to obtain control of the Company. The Board is not aware of any attempt to take control of the Company and has
not presented this proposal with the intention that the increase in the number of authorized shares of Common stock be used as
a type of antitakeover device. Any additional common stock, when issued, would have the same rights and preferences as the shares
of common stock presently outstanding.
The
Company's authority to issue up to 10,000,000 shares of Preferred Stock, par value $.001 per share, would remain unchanged by
the Amendment providing for the Authorized Share Increase. Annexed to this Information Statement and marked Exhibit A is the proposed
Amendment to the Articles of Incorporation of the Company.
No
Appraisal Rights
Under
the Nevada Private Corporations Law, stockholders are not entitled to appraisal rights with respect to the Authorized Share Increase,
and the Company will not independently provide stockholders with any such right.
ADDITIONAL
INFORMATION
We
are subject to the disclosure requirements of the Securities Exchange Act of 1934, as amended, and in accordance therewith, file
reports, information statements and other information, including annual and quarterly reports on Form 10-K and 10-Q, respectively,
with the Securities and Exchange Commission (the “ SEC ”). Reports and other information filed by the Company can
be inspected and copied at the public reference facilities maintained by the SEC at Room 1024, 450 Fifth Street, N.W., Washington,
DC 20549. Copies of such material can also be obtained upon written request addressed to the SEC, Public Reference Section, 450
Fifth Street, N.W., Washington, D.C. 20549 at prescribed rates. In addition, the SEC maintains a web site on the Internet (http://www.sec.gov)
that contains reports, information statements and other information regarding issuers that file electronically with the SEC through
the Electronic Data Gathering, Analysis and Retrieval System.
This
Information Statement is provided to the holders of common stock of the Company only for information purposes in connection with
the Authorized Share Increase, pursuant to and in accordance with Rule 14c-2 of the Exchange Act. Please carefully read this Information
Statement.
By
Order of the Board of Directors
/s/
Liudmila Voinarvoska
Name:
Liudmila Voinarovska
Title:
Chief Executive Officer
Dated:
March 19, 2019
EXHIBIT
A
CERTIFICATE
OF AMENDMENT TO ARTICLES OF INCORPORATION
FOR
NEVADA PROFIT CORPORATIONS
(Pursuant
to NRS 78.385 and 78.390 – After issuance of Stock)
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Name
of corporation: Cyber Apps World Inc.
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The
articles have been amended as follows: Section 4.01. Article IV, of the Articles of Incorporation
is deleted in its entirety and thefollowing is substituted therefor:
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Article
IV
“Section
4.01. The corporation shall have authority to issue a total of Two Hundred Sixty Million (260,000,000) shares, of which Two
Hundred
Fifty Million (250,000,000) shares shall be Common Stock, par value $.001 per share (the "Common Stock"), and Ten Million
(10,000,000) shares shall be Preferred Stock, par value $.001 per share (the "Preferred Stock").”
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The
vote by which the stockholders holding shares in the corporation entitling them to exercise
at least a majority of the votingpower, 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: a majority.
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__________,
2019
4. Officer Signature: ________________________________________________________
Lyudmila
Voinarovska, President and Chief Executive Officer
Cyber Apps World (PK) (USOTC:CYAPD)
過去 株価チャート
から 5 2024 まで 6 2024
Cyber Apps World (PK) (USOTC:CYAPD)
過去 株価チャート
から 6 2023 まで 6 2024