Form 8-K
Current Report
Pursuant to Section 13 or 15(a) of the Securities Exchange Act of 1934
Date of Report: April 10, 2002
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DALECO RESOURCES CORPORATION
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(Exact name of registration as specified in Charter)
Nevada 0-12214 23-2860739
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(State or other jurisdiction (Commission File No) (IRS Employee Identification No.)
of Incorporation)
102 North Church Street, West Chester, Pennsylvania 19380
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(Address of principal executive officer)
Registrant's telephone number, including area code: 610-429-0181
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(Former name or former address, if changed since last report.)
ITEM 5:
A. Re-Domestication:
Effective as of March 26, 2002, pursuant to the Agreement and Plan of
Reorganization by and between Daleco Resources Corporation and Daleco
Resources Corporation of Nevada, the company merged with and into
Daleco Resources Corporation of Nevada to effectuate its effective
re-domestication from the State of Delaware to the State of Nevada. The
merger was effective upon the filing of the applicable documentation
with the Secretary of State of Delaware pursuant to Section 252 of the
Delaware General Corporate Law and the Secretary of State of Nevada
Sections 78 and 92A of the Nevada Revised Statutes. As a result of the
merger, which act having been approved by the shareholders of Daleco
Resources Corporation on February 28, 2002 at the Annual Meeting of
Shareholders, Daleco Resources Corporation is now a Nevada Corporation.
The principal office of the company is located at:
120 North Church Street
West Chester, Pennsylvania 19380
610-429-0181
Pursuant to the Nevada Revised Statutes, upon the filing with the
Secretary of State of Nevada the Articles of Merger, which was done on
March 28, 2002 but effective as of March 26, 2002, the merger was
effective. The fiscal year of the Company, ending September 30, will
remain unchanged.
B. Board of Directors:
1. Paragraph 5.2 of the Agreement and Plan of Reorganization ("Merger
Agreement") provides that the Board of Directors of Daleco Resources
Corporation, the Delaware corporation, elected at the Annual Meeting of
Shareholders on February 28, 2002, shall be the Board of Directors of
the entity surviving the merger, Daleco Resources Corporation of
Nevada. These are:
Dov Amir Chairman
Gary J. Novinskie Vice Chairman
Robert E, Martin
Robert G. Graustein
Leon Prince
C. Warren Trainor
C. Officers.
The Merger Agreement approved by the Shareholders at the Annual Meeting
of Shareholders of Daleco Resources Corporation, the Delaware
Corporation, on February 28, 2002, provides that the officers of Daleco
Resources Corporation, the Delaware Corporation, shall become the
officers of Daleco Resources Corporation of Nevada upon consummation of
the merger. These are
Dov Amir Chief Executive Officer
Gary J. Novinskie President, Chief Operating Officer
and Treasurer
Jody Spencer Secretary
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D. Change of Name.
In accordance with the Agreement and Plan of Reorganization and the
Articles of Merger, the name of Daleco Resources Corporation of Nevada was
changed to Daleco Resources Corporation upon consummation of the merger and the
filing of the Articles of Merger.
Exhibits: 16
(a) Agreement and Plan of Reorganization dated March 26, 2002
by and among Daleco Resources Corporation, a Delaware corporation and Daleco
Resources Corporation of Nevada, a Nevada corporation.
(b) Articles of Incorporation of Daleco Resources Corporation
of Nevada.
(c) By-Laws of Daleco Resources Corporation of Nevada
corporation.
(d) Articles of Merger (Delaware) of Daleco Resources
Corporation with and into Daleco Resources Corporation of Nevada.
(e) Certificate of Merger of Daleco Resources Corporation and
Daleco Resources Corporation of Nevada.
Pursuant to the requirements of the Securities Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Daleco Resources Corporation
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(Registrant)
Date: April 10, 2002
/s/ Gary J. Novinskie
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Gary J. Novinskie, President
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