Wincash Apolo Gold & Energy, Inc. (OTCMKTS:APLL) Files An 8-K Entry into a Material Definitive Agreement

Wincash Apolo Gold & Energy, Inc. (OTCMKTS:APLL) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into Material Agreement.

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On April 3, 2018 Wincash Apolo Gold & Energy, Inc. (APLL) entered into a share exchange agreement with Banny International Trading Co., Ltd., a Macau company. Under the terms of that share exchange agreement, APLL will exchange 36,500,000 shares of APLL common stock and an option to purchase an additional 36,500,000 shares of APLL common stock in exchange for the brand name “Banny Choice” and the right to use Banny’s sale and distribution network for the sale of wine under the Banny Choice name in Asia and other parts of the World.

Item 3.02 Unregistered Sale of Equity Securities.

On April 23, 2018 the Registrant issued 36,500,000 shares of its common stock and an option to purchase an additional 36,500,000 of APLL common stock, to an exemption from registration provided by Section 4(2) of the Securities Act of 1933. The offering was not a public offering as defined in Section 4(2) due to the limited number of persons that received the shares and the manner of the offering. In addition, the Purchaser represented that it had the necessary investment intent as required by Section 4(2) and agreed to and received share certificates bearing a legend that stated that the securities were restricted to Rule 144 of the Securities Act.

The specifics of this transaction are described in Item 1.01 above.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

On April 23, 2018 the Board of Directors accepted the resignation of Mr. Chow Wing Fai as Chief Executive Officer of APLL. Mr. Fai remains as the CFO and a director of the Company. At the same time the Board elected the following individuals to the following positions: Liu Wenxin, Officer and Director and Choi Kai Weng as an Officer and Director.

Liu Wenxin

Ms. Liu was born in 1968. In 1992, she graduated from Shenzhen University with major in Business Management. After graduation, she worked for Siemens AG from 1993 to 1994 in China and was involved in business management. In 1995, she started her own business and formed a company, Tall Goods Trading Co., Ltd., involved in the cosmetics business until 2010. In 2010, she moved to UK (Scotland Glasgow) with her husband and started a company, Chow’s Food & Beverage Co., Ltd., in the food and beverage business with her husband. In 2017, she returned to Hong Kong and established a trading company, Cosmic Equity Group Limited.

Choi Kai Weng

Mr. Choi was born in 1961. He is a wine master and expert. Since 1996, he has been engaged in wine trading business in Macau, Hong Kong and China. In 2004, he formed Banny Wines Cellar in Macau. Currently, he has three wine shops in Macau. In addition to his wine business, he expanded his business into other fields, including Media and E-commerce online platform. He also writes articles about wines and investment in wine business.

Item 9.01 Exhibits.

10.1 Share Exchange Agreement


Wincash Apolo Gold & Energy, Inc. Exhibit
EX-10.1 2 apll_ex101.htm SHARE EXCHANGE AGREEMENT apll_ex101.htmEXHIBIT 10.1   SALE AND PURCHASE AGREEMENT   by and among   WINCASH APOLO GOLD & ENERGY,…
To view the full exhibit click here

About Wincash Apolo Gold & Energy, Inc. (OTCMKTS:APLL)

Wincash Apolo Gold & Energy, Inc. is primarily formed for the purpose of acquiring and developing mineral properties. The Company will continue to anticipate mineral property exploration and other energy related investments. The Company does not hold any mineral property exploration claims. The Company continues to pursue opportunities in the natural resource industry and will consider the acquisition of any other business opportunity. The Company has not generated any revenue.

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