FRANCHISE HOLDINGS INTERNATIONAL, INC. (OTCMKTS:FNHI) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
ITEM 5.03 Amendments to Articles of Incorporation or Bylaws
On March 29, 2019, FINRA declared effective the 1 for 6 reverse split of the common stock of Franchise Holdings International, Inc. As previously disclosed in the Company’s Schedule 14C filed on March 8, 2019 (the “Pre 14C”), the Board of Directors authorized the submission of a Certificate of Change/Amendment to the Nevada Secretary of State in which the Company sought to affect a reverse split of its common stock at the rate of 1 for 6 for the purpose of increasing the per share price for the Company’s stock in an effort to meet the minimum listing requirements of the Canadian Stock Exchange (“CSE”). The Certificate of Change was submitted to the Nevada Secretary of State on March 20, 2019 and the FINRA corporate action was filed on March 21, 2019. FINRA declared the 1 for 6 reverse stock split effective on March 29, 2019.
The March 20, 2019 Certificate of Change is attached as Exhibit 10.01. The foregoing summary description of the March 20, 2019 Certificate of Change does not purport to be complete and is qualified in its entirety by reference to the full text of the document which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
As also previously disclosed in the Pre 14C, the Board of Directors authorized the amendment to the Company’s Series A Preferred Stock Certificate of Designation, in order to allow Steven Rossi, Chief Executive Officer and majority control block holder of the Company by virtue of his ownership of 1,000,000 shares of Series A preferred stock, to convert his control block of 1,000,000 shares of Series A preferred stock into a control block of 51% of the then issued and outstanding shares of common stock if required to do so by the CSE. The Amendment to Company’s Series A Preferred Stock Certificate of Designation was filed with the Nevada Secretary of State on March 20, 2019.
The March 20, 2019 Amendment to the Certificate of Designation for Series A Preferred Stock is attached as Exhibit 10.02. The foregoing summary description of the Amendment to the Certificate of Designation for Series A Preferred Stock does not purport to be complete and is qualified in its entirety by reference to the full text of the document which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Franchise Holdings International, Inc. Exhibit
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About FRANCHISE HOLDINGS INTERNATIONAL, INC. (OTCMKTS:FNHI)
Franchise Holdings International, Inc. is engaged in the business of acquiring franchise, license and distribution rights in new companies. The Company’s subsidiary includes TruXmart Ltd. (TruXmart). TruXmart is engaged in developing multiple products for pick up trucks available in North America. TruXmart also offers tonneau covers. TruXmart’s product line includes TruXmart Tri Fold, TruXmart Smart Fold, TruXmart Quad-Fold and TruXmart Roll-Up. The Company’s TruXmart Tri Fold is a staple soft folding tonneau cover. The TruXmart Smart Fold is a soft folding tonneau cover with rear latching system. The TruXmart Forte, a solid folding tonneau cover, is constructed using powder coated galvanized steel. The TruXmart Quad-Fold is a vinyl wrapped tonneau cover, which can be folded in over four sections. The TruXmart Roll-Up offers side seals and rear smart latches that allow its users to open this cover by pulling on the rear release loop. It focuses on offering TruXmart Forte GEN2.
