UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SENTRA CONSULTING CORP.
(Exact name of registrant as specified in its charter)
| Nevada | | 20-5297544 |
| (State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
Sentra Consulting Corp.
466 Central Avenue, Suite 200
Cedarhurst, New York 11516
(516) 301-3939
Securities to be registered pursuant to Section 12(b) of the Act: None
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A. (c), check the following box. o
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A. (d), check the following box. x
Securities Act registration statement file number to which this form relates: File No. 333-140572 (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
Common Shares, $0.001 value
(Title of class)
Item 1. Description of Registrant’s Securities to be Registered.
Common Stock
Sentra Consulting Corp. (the “Company” or “we”) is authorized to issue 100,000,000 shares of common stock, par value $0.001, of which 3,125,000 shares are issued and outstanding as of May 14, 2007. Each holder of shares of our common stock is entitled to one vote for each share held of record on all matters submitted to the vote of stockholders, including the election of directors. The holders of shares of common stock have no preemptive, conversion, subscription or cumulative voting rights. Subject to the rights of the holders of preferred stock in the future, if any, holders or our common stock are entitled to share equally on a per share basis in such dividends as may be declared by our Board of Directors out of funds legally available therefore. There are presently no plans to pay dividends with respect to our common stock. Upon our liquidation, dissolution or winding up, after payment of creditors and the holders of any of our shares of preferred stock, if any, our assets will be divided prorate on a per share basis among the holders of our common stock. The common stock is not subject to any liability for further assessment. There is no provision in our Certificate of Incorporation or By-laws that would delay, defer, or prevent a change in control of our Company.
Preferred Stock
Shares of preferred stock are not included in this registration statement. We are authorized to issue 10,000,000 shares of preferred stock, none of which is issued and outstanding. Our board of directors has the authority, without further action by the holders of the outstanding shares of common stock, to issue shares of preferred stock with rights superior to the rights of the holders of shares of common stock from time to time in one or more series, to fix the number of shares constituting any series, and to fix the terms of any such series, including dividend rights, dividend rates, conversion or exchange rights, voting rights, rights and terms of redemption (including sinking fund provisions), the redemption price and the liquidation preference or such series. As a result, shares of preferred stock could be issued quickly and easily, negatively affecting the rights of holders of shares common stock and could be issued with terms calculated to delay or prevent a change in control or make removal of management more difficult. Because we may issue up to 10,000,000 shares of preferred stock in order to raise capital for our operations, the ownership interest of holders of shares of common stock may be diluted.
Item 2. Exhibits.
| Exhibit | | Description |
| 3.1 | | Certificate of Incorporation of Registrant* |
| 3.2 | | By-Laws of Registrant* |
* Previously filed with the Registrant’s Registration Statement on Form SB-2, file number 333-140572, filed with the Securities and Exchange Commission on February 9, 2007.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: June 27, 2006 | SENTRA CONSULTING CORP. By: /s/ Philip Septimus Name: Philip Septimus Title: President and Director (Principal Executive, Financial, and Accounting Officer) |
