Exhibit 2.1
Electronically Filed
5/7/2019 11:02 AM
Steven D. Grierson
CLERK OF THE COURT
/s/ Steven D. Grierson
NOTC
PETER L. CHASEY, ESQ.
Nevada Bar No. 007650
CHASEY LAW OFFICES
3295 N. Fort Apache Road, Suite 110
Las Vegas, Nevada 89129
Tel: (702) 233-0393 Fax: (702) 233-2107
email: peter@chaseylaw.com
Attorney for Petitioner
SMALL CAP COMPLIANCE, LLC
EIGHTH JUDICIAL DISTRICT COURT
CLARK COUNTY, NEVADA
In the Matter of | ) | | CASE NO.: A-19-791451-P | |
| ) | | DEPT NO.: XXIII | |
WORLDWIDE STRATEGIES INCORPORATED, a | ) | | | |
Nevada Corporation, | ) | | | |
| ) | | |
| ) | | | |
NOTICE OF ENTRY OF ORDER
PLEASE TAKE NOTICE that on the 7th day of May, 2019, the attached Order Appointing Custodian was entered in the above-captioned case.
Dated this 7th day of May, 2019.
CHASEY LAW OFFICES
/s/ Peter L. Chasey
Peter L. Chasey, Esq.
Nevada Bar No. 007650
3295 N. Fort Apache Rd., Ste. 110
Las Vegas, NV 89129
Tel: (702) 233-0393 Fax: (702) 233-2107
Email: peter@chaseylaw.com
Attorney for Petitioner
SMALL CAP COMPLIANCE, LLC
CERTIFICATE OF SERVICE
I hereby certify that on the 7th day of May, 2019, I served a true and complete copy of the foregoing NOTICE OF ENTRY OF ORDER by placing a copy of the same in the United States Mail, postage fully prepaid addressed to the following:
Officers and Directors | Officers and Directors |
Worldwide Strategies Incorporated | Worldwide Strategies Incorporated |
3801 E. Florida Avenue, Suite 400 | 18 Whispering Pine Road |
Denver, CO 80210 | Sudbury, MA 01776 |
Cornputersha re
Attn: Kathy Heagerty
8742 Lucent Blvd., Suite 225
Highlands Ranch, CO 80129
/s/ Shannon Bernosky
AN EMPLOYEE OF CHASEY LAW OFFICES
Electronically Filed
5/7/2019 10:55 AM
Steven D. Grierson
CLERK OF THE COURT
/s/ Steven D. Grierson
ORDR
PETER L. CHASEY, ESQ.
Nevada Bar No. 007650
CHASEY LAW OFFICES
3295 N. Fort Apache Road, Suite 110
Las Vegas, Nevada 89129
Tel: (702) 233-0393 Fax: (702) 233-2107
email: peter@chaseylaw.com
Attorney for Petitioner
SMALL CAP COMPLIANCE, LLC
EIGHTH JUDICIAL DISTRICT COURT
CLARK COUNTY, NEVADA
In the Matter of | ) | | CASE NO.: A-19-791451-P | |
| ) | | DEPT NO.: XXIII | |
WORLDWIDE STRATEGIES INCORPORATED, a | ) | | | |
Nevada Corporation, | ) | | ORDER APPOINTING CUSTODIAN | |
| ) | | [NRS 78.347(1)(B)] | |
| ) | | | |
THE COURT, having considered Petitioner, SMALL CAP COMPLIANCE, LLC's Application for Appointment of Custodian for WORLDWIDE STRATEGIES INCORPORATED, proper notice having been given to the officers and directors of WORLDWIDE STRATEGIES INCORPORATED pursuant to NRS 78.750(2), no opposition having been received, and good cause appearing,
IT IS ORDERED, ADJUDGED AND DECREED that:
1. Petitioner SMALL CAP COMPLIANCE, LLC is hereby appointed custodian of WORLDWIDE STRATEGIES INCORPORATED.
2. SMALL CAP COMPLIANCE, LLC is hereby authorized to take all reasonable and prudent actions on behalf of WORLDWIDE STRATEGIES INCORPORATED including but not limited to appointing interim officers and directors, negotiating and compromising debt, executing contracts and other agreements, initiating litigation in the name of WORLDWIDE STRATEGIES INCORPORATED authorizing and issuing new shares of stock, and authorizing new classes of stock.
3. SMALL CAP COMPLIANCE, LLC shall reinstate WORLDWIDE STRATEGIES INCORPORATED with the Nevada Secretary of State.
4. SMALL CAP COMPLIANCE, LLC shall provide reasonable notice to all shareholders of record of a Special Meeting of the stockholders to be held within a reasonable time after this Order is entered.
5. The record transfer agent for WORLDWIDE STRATEGIES INCORPORATED is hereby authorized and directed to cooperate with SMALL CAP COMPLIANCE, LLC concerning the shareholder list for WORLDWIDE STRATEGIES INCORPORATED.
6. SMALL CAP COMPLIANCE, LLC shall file an amendment to the Articles of Incorporation for WORLDWIDE STRATEGIES INCORPORATED with the Nevada Secretary of State containing the following disclosures and statements:
| (a) | Disclosures of any previous criminal, administrative, civil or National Association of Securities Dealers, Inc., or Securities and Exchange Commission investigations, violations, or convictions concerning SMALL CAP COMPLIANCE, LLC, or its affiliates or subsidiaries. |
| (b) | A statement that reasonable, but ultimately unsuccessful, attempts were made to contact the officers or directors of the corporation to request that WORLDWIDE STRATEGIES INCORPORATED comply with Chapter 78 of the Nevada Revised Statutes. |
| (c) | A statement that as Custodian, SMALL CAP COMPLIANCE, LLC, is authorized to continue the business of WORLDWIDE STRATEGIES INCORPORATED for the benefit of the corporation and its shareholders. |
| (d) | A statement that SMALL CAP COMPLIANCE, LLC will reinstate WORLDWIDE STRATEGIES INCORPORATED's charter to do business in the State of Nevada. |
| (e) | Any other information as may be required by regulations promulgated by the Nevada Secretary of State. |
7. SMALL CAP COMPLIANCE, LLC, as custodian of WORLDWIDE STRATEGIES INCORPORATED shall submit a report to this Court of the actions taken by the custodian every three (3) months while the custodianship remains active.
IT IS SO ORDERED.
Dated this 7th day of May, 2019.
Respectfully Submitted by:
CHASEY LAW OFFICES
/s/ Peter L. Chasey
Peter L. Chasey, Esq.
Nevada Bar No. 007650
3295 N. Fort Apache Rd., Ste. 110
Las Vegas, NV 89129
(702) 233-0393
Attorney for Petitioner
SMALL CAP COMPLIANCE, LLC